UNITED STATES

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): April 18, 2013

  

 

 

INVENTTECH, INC.

(Exact Name of Registrant as Specified in its Charter)

  

 

 

Nevada   333-173040   46-0525350

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

     

1736 Angel Falls Street,

Las Vegas, Nevada

  89142
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (209) 694-4885

 

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))

 

 
 

 

SECTION 5       CORPORATE GOVERNANCE AND MANAGEMENT

 

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

Amended and Restated Articles of Incorporation

 

On April 23, 2013, Inventtech, Inc., a Nevada corporation (the “Company”) filed an Amended and Restated Articles of Incorporation (the “Articles of Incorporation”). The changes in the Articles of Incorporation included, among other items, an increase of the total number of authorized shares of common stock from 100,000,000 to 200,000,000 and a name change of the Company to “Ener-Core, Inc.” (the “Name Change”). No changes were made to the terms of the shares or the preferences or relative or other rights of the shares. The par value remains the same at $0.0001. The Articles of Incorporation were approved by written consent of a majority (82.47%) of the Company’s stockholders and by written consent of the Board of Directors of the Company. A copy of the Articles of Incorporation is filed herewith as Exhibit 3.1 and incorporated herein by reference.

 

Amendment to Bylaws

 

On April 18, 2013, the Board of Directors approved an amendment to the Company’s bylaws (the “Bylaws”) to allow action by the stockholders without a meeting upon written consent of a majority of the stockholders of the Company. A copy of the amendment to the Bylaws is filed herewith as Exhibit 3.2 and incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits

 

(d)Exhibits.

 

  Exhibit  
  Number Description
  3.1 Amended and Restated Articles of Incorporation
  3.2 Amendment to Bylaws of the Company

  

 
 

 

SIGNATURE

 

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.

 

 

  Inventtech Inc.,
  a Nevada Corporation
   
   
Dated:  April 23, 2013 /s/ Bryson Ishii
  Bryson Ishii
  President