SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
DATE OF REPORT: August 6, 2001
(Date of earliest event reported)
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CORPAS INVESTMENTS, INC.
(Exact name of registrant as specified in its charter)
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FLORIDA 0-30100 59-2890565
(State or other (Commission File (IRS Identification
jurisdiction of incorporation Number) Number)
or organization)
1800 PEACHTREE STREET
SUITE 620
ATLANTA, GEORGIA 30309
(Address of principal executive offices, zip code)
(404) 365-9799
(Registrant's telephone number, including area code)
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT
On August 6, 2001, the Board of Directors of the Registrant approved an
Agreement dated July 31, 2001 by and between the Registrant and Corpas
Investors, LLC ("Investors"), under which the Registrant sold Investors
30,000,000 shares of common stock for $25,000. Investors is owned equally
by Robert J. Mottern and Kevin Welch. Pursuant to the Agreement, Ross
Love, the Registrant's sole officer and director, resigned. Mr. Mottern
and Mr. Welch were appointed to the board of directors of the Registrant.
Mr. Mottern was appointed chairman and chief executive officer. Mr. Welch
was appointed treasurer, secretary and chief financial officer of the
Registrant.
The Registrant entered into the transaction with Investors because
Investors will be able to provide the necessary funding and services to
file any and all delinquent reports of the Registrant under the Securities
Exchange Act of 1934, which the Registrant determined will enhance its
ability to raise capital to turnaround its existing business or acquire
other businesses. Any such transaction may likely result in a further
change of control of the Registrant. There is no assurance that the
Registrant will be successful in raising capital or in locating a suitable
acquisition candidate, or that the terms of any such transaction will be
favorable to existing shareholders.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Not applicable.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
Not applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not applicable.
ITEM 5. OTHER EVENTS
Not applicable.
ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS
On August 6, 2001, Ross Love resigned as a director of the Registrant. The
resignation of Mr. Love occurred pursuant to the transaction described in
Item 1, and not as a result of any disagreement with management of the
Registrant.
Previously, Gene Fein resigned as a board member effective March 1, 2001.
Edward Estrin, Dr. Lawrance Ribley, Marvin Scaff, and Molly A Miles
resigned effective January 27, 2001. To the knowledge of current
management, none of the board members provided a letter indicating that the
resignation was the result of a disagreement with the Registrant on any
matter relating to the Registrant's operations, policies or practices.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit No. Description
10.1 Agreement dated July 31, 2001 by and between Corpas
Investments, Inc. and Corpas Investors, LLC
ITEM 8. CHANGE IN FISCAL YEAR
Not applicable.
Pursuant to the requirement 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.
CORPAS INVESTMENTS, INC.
(Registrant)
Date: August 10, 2001 By: /s/ Robert J. Mottern
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Robert J. Mottern, Chief Executive
Officer