SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: (DATE OF EARLIEST EVENT REPORTED): OCTOBER 22, 2003
COMMISSION FILE NO.: 0-49915
TELEPLUS ENTERPRISES, INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEVADA 90-0045023
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(STATE OR OTHER JURISDICTION OF (IRS EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
465 St Jean,
Suite 601
Montreal, Quebec,
H2Y 2R6
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(514) 344-0778
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(ISSUER TELEPHONE NUMBER)
HERBALORGANICS.COM, INC.
7708-119A STREET, DELTA, B.C., CANADA V4C 6N6
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(FORMER NAME AND ADDRESS)
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE
In connection with the reverse merger transaction recently announced, the
Registrant changed its name to Teleplus Enterprises, Inc. and now trades under
the stock symbol TLPE. In addition, the Registrant affected a 2.375:1 forward
stock split and increased the authorized shares from 25,000,000 to 150,000,000
shares of common stock and reauthorized the par value of $.001 per share.
The Registrant previously reported subscription agreements for 9,500,000 shares
of the Company's common stock. As the Registrant only had authorized capital
for 25,000,000 shares, only 7,000,000 of the 9,500,000 shares have been issued.
The Registrant plans to adjust the shares issuable pursuant to the subscription
agreements to account for the 2.375:1 forward stock split so that the shares
outstanding corresponds with the intentions of the parties.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(C) EXHIBITS:
3.1 Certificate of Amendment of Articles of Incorporation
SIGNATURES
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 thereunto authorized.
TELEPLUS ENTERPRISES, INC.
October 22, 2003
/s/ Marius Silvasan
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Marius Silvasan
Chief Executive Officer
Exhibit 3.1
ARTICLES OF AMENDMENT
TO THE ARTICLES OF INCORPORATION
OF
HERBALORGANICS.COM, INC.
Pursuant to the provisions of Section 78.390 of the Nevada Revised Statutes,
HerbalOrganics.com, Inc. adopts these Articles of Amendment to the Articles of
Incorporation.
The following amendments and additions to the Articles of Incorporation were
adopted by unanimous consent of the Board of Directors pursuant to Section
78.315 of the Nevada Revised Statutes and by consent of the majority
shareholders pursuant to Section 78.320 of the Nevada Revised Statutes.
ARTICLE I.
NAME
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The name of the corporation is Teleplus Enterprises, Inc.
ARTICLE III.
CAPITAL
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The capitalization of the Corporation is amended to reflect a 2.375:1 forward
stock split, to increase the authorized shares from 25,000,000 to 150,000,000
shares of common stock and to re-authorize the par value of $0.001 per share.
The number of shares of the Corporation outstanding at the time of the adoption
of the foregoing was 27,500,000 and the number of shares entitled to vote
thereon was the same. The number of shares consenting to the action was
17,600,000. The shareholders consenting to the action represent a majority of
the issued and outstanding shares.
Effective this 10th day of October, 2003.
/s/ Marius Silvasan
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Marius Silvasan, Chief Executive Officer