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) : February 2, 2005
Commission File No. 000-49756
THE WORLD GOLF LEAGUE, INC.
(Exact name of registrant as specified in its charter)
Delaware 98-0201235
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
2139 SR 434, Suite 101, Longwood, Florida 32779
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(Address of principal executive offices)
(407) 331-6272
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(Issuer telephone number)
ITEM 8.01. OTHER EVENTS
On February 2, 2005, World Golf League, Inc. (the "Company") filed a
Certificate of Amendment to its Certificate of Incorporation with the Delaware
Secretary of State, to increase the authorized shares of the Company's common
stock to 1,200,000,000 shares of common stock, reauthorize the par value of
$.001 per share, and reauthorize 10,000,000 shares of preferred stock with a par
value of $.001 per share.
Additionally, the board of directors of the Company was granted the
power to authorize by resolution, duly adopted from time to time, the issuance
of any or all of the preferred stock in any number of classes or series within
such classes and to set all terms of such preferred stock of any class or
series, including, without limitation, its powers, preferences, rights,
privileges, qualifications, restrictions and/or limitations. The powers,
preference, rights, privileges, qualifications, restrictions and limitations of
each class or series of the preferred stock, if any, may differ from those of
any and all other classes or other series at any time outstanding. Any shares
of any one series of preferred stock shall be identical in all respects with all
other shares of such series, except that shares of any one series issued at
different times may differ as to the dates from which dividends thereof shall be
cumulative.
The Certificate of Amendment was approved by shareholders voting an
aggregate of 398,139,134 shares, or 50.05%, of the shares eligible to vote on
shareholders matters, by a written consent to action without a meeting signed by
a majority of the Company's shareholders between January 19, 2005 and February
2, 2005. The Company had previously mailed an information statement regarding
the filing of Certificate of Amendment to its record shareholders as of December
22, 2004, on or about December 29, 2004.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
3.1 Certificate of Amendment to the Company's Certificate of Incorporation
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.
THE WORLD GOLF LEAGUE, INC.
DATED: February 3, 2005 By: /s/ Michael Pagnano
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Michael Pagnano
Chief Executive Officer