UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): April 30, 2008
Wolf Resources, Inc.
(Exact name of registrant as specified in its charter)
Nevada 0001328769 20-2414965
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
564 Wedge Lane
Fernley, NV 89408
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (604) 805-6340
Cantop Ventures, Inc.
(Former name or former address, if changed since last report.)
This Current Report on Form 8-K/A is filed by Wolf Resources, Inc., a Nevada
corporation (the "Company"), in connection with the items set forth below.
Check the appropriate box below if the Form 8-K/A 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 Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR240.13e-4(c))
EXPLANATORY NOTE
Wolf Resources, Inc. (the "Company") is filing this Current Report on Form 8-K/A
as Amendment No. 1 to its Current Report on Form 8-K (the "Form 8-K") filed with
the Securities and Exchange Commission (the "Commission") on May 16, 2008 solely
to (1) correctly show on the cover page that the Company's name had been changed
from Cantop Ventures, Inc. to Wolf Resources, Inc., and (2) to correct a
typographical error wherein the Company erroneously indicated that the Amended
and Restated Articles of Incorporation were filed with the Secretary of State of
Delaware. No other information contained in the Form 8-K is amended by this Form
8-K/A.
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL
YEAR.
On March 20, 2008, the stockholders holding a majority of the shares of Wolf
Resources, Inc. (previously "Cantop Ventures, Inc.") (hereinafter the Company")
outstanding common stock approved an amendment and restatement of the Company's
Articles of Incorporation to include the following changes:
1) Amendment to our Articles of Incorporation to change the name of the
Company from Cantop Ventures, Inc. to Wolf Resources, Inc.
2) Amendment to our Articles of Incorporation to vest authority in the
board of directors to prescribe, the classes, series and the number of
each class or series of stock and the voting powers, designations,
preferences, limitations, restrictions and relative rights of each
class or series of stock.
In addition, certain provisions of the original Articles of Incorporation which
were no longer required were deleted.
The Company's Amended and Restated Certificate of Incorporation became effective
upon its filing with the Secretary of State of the State of Nevada on April 30,
2008. The proposal to adopt the Amended and Restated Certificate of
Incorporation was previously disclosed in a Definitive Proxy Statement filed
with the Securities and Exchange Commission on April 11, 2008. A copy of the
Amended and Restated Articles of Incorporation is attached hereto as Exhibit 3.1
and incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
3.1 Amended and Restated Articles of Incorporation filed April 30, 2008.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Wolf Resources, Inc.
Date: May 20, 2008 By: /s/ Christopher Paterson
--------------------------------
Christopher Paterson
President
3