UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
Amendement No. 1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 21, 2005
EMPIRE GLOBAL CORP.
(Exact name of registrant as specified in its charter)
DELAWARE 0 - 50045 33-0823179
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification Number)
incorporation or
organization)
501 Alliance Avenue, Suite 400, Toronto, Ontario, M6N 2J1
(Address of principal executive offices)
(416) 769-8788
(Registrant's telephone number)
123 Commerce Valley Drive East, Suite 300, Thornhill, ON, L3T 7W8
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 5.02 - DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
Resigning Officer. On December 21, 2005, Kalson G.H. Jang resigned as our
Chairman of the Board of Empire Global Corp., (the "Registrant", the "Company")
as outlined in Exhibit B of the Plan of Merger and Reorganization entered in to
on November 4, 2005 with Excel Empire Limited. Mr. Jang remains as a Director
of the Company.
New Officer. Contemporaneously on December 21, 2005. Our board members acted
by written consent to appoint Ken Chu to serve as a Director and the Chairman
of the Board and Chief Executive Officer, filling the vacancy left by the
resignation of Kalson G.H. Jang as Chairman.
Ken Chu is 43 years old and is our Chief Executive Officer and Chairman of the
Board. Mr. Chu has over 15 years of professional experience focusing on
international capital markets, corporate consulting, and commercial information
services in Hong Kong and Mainland China.
Mr. Chu has also been involved in corporate restructuring and consolidation for
several financial institutions in Hong Kong and China as well as financial
planning for various government projects and foreign public corporations. He
was vital in the editing of "Basic Analysis for Chinese Public Companies"
published by the China Chengxin Company. This publication, the first of its
nature, is a research report reviewing all Chinese Public Companies and ranking
their capital equity.
From 2002 to 2005 Mr. Chu founded and was the President of Excel Empire Limited
that owned Sunwin Real Estate Development Co. Ltd. Mr. Chu also served as the
Chief Financial Officer of Sunwin Real Estate Development Co. Ltd. From 2001
to 2003 he served as a Public Relations Director with the "China International
Economic Technology Cooperation Association." From 1999 to 2004, Mr. Chu
founded and was a Managing Director of Shenzhen Chung Cheng Xin Investment
Consulting Co. Ltd.
Mr. Chu's experience and familiarity with the assets and contracts acquired
from Excel Empire Limited is key to the continued success of the Company as we
embark on our new real estate goals and objectives.
Mr. Chu does not hold any other directorships in reporting companies and does
not have any family relationships among other current or nominated directors
or executive officers.
Mr. Chu does not have any material interest in any current or future deal.
With respect to the merger reported on Form 8-K dated November 4, 2005, between
the Registrant and Excel Empire Limited, Mr. Chu indirectly received 2,548,000
shares of the Registrant's common stock by way of his ownership in Billion
Charm Group. Billion Charm Group was one of the shareholders of Excel Empire
Limited that received shares of the Registrant on a pro-rata basis at the close
of the aforementioned merger. Yue Zhen Zhu, sister of Mr. Chu, also received
2,548,000 shares of the Registrant's common stock indirectly through Acme
Energy International Limited, one of the shareholders of Excel Empire Limited
and a company where Ms. Zhu is the principal. Acme Energy International
Limited was one of the shareholders of Excel Empire Limited that received
shares of the Registrant on a pro-rata basis at the close of the
aforementioned merger.
The Registrant is filing this Current Report on Form 8-K/A to amend and restate
that certain Current Report on Form 8-K dated as of December 21, 2005 that was
filed with the Commission on December 28, 2005 in order to amend and restate
the Form 8-K with corrected information.
Kalson G.H. Jang resigned as our Chairman but remains a Director of the
Company. This current report on Form 8-K/A supersedes and replaces the
previously filed 8-K.
SIGNATURES
Pursuant to the Requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DATED: January 9, 2005 EMPIRE GLOBAL CORP.
Per: /s/ KEN CHU
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KEN CHU
Chief Executive Officer