8-K 1 emgl070614-8kcourtorder.txt DISMISSAL OF CHAN COMPLAINT 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 reported event): March 6, 2007 EMPIRE GLOBAL CORP. (Exact name of registrant as specified in its charter) DELAWARE 0 - 50045 33-0823179 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of Identification Number) incorporation or organization) 648 Finch Avenue East, Suite 2, Toronto, Ontario M2K 2E6, Canada (Address of principal executive offices) (416) 226-4348 (Registrant's telephone number) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registration 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) |X| 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)) Forward-Looking Statements This Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements regarding our expected financial position and operating results, our business strategy, and our financing plans are forward-looking statements. These statements can sometimes be identified by our use of forward-looking words such as "may," "will," "anticipate," "estimate," "expect," "project," or "intend." These forward-looking statements reflect our plans, expectations, and beliefs and, accordingly, are subject to certain risks and uncertainties. We cannot guarantee that any of such forward-looking statements will be realized. Statements regarding factors that may cause actual results to differ materially from those contemplated by such forward-looking statements ("Cautionary Statements") include, among others, those under the caption "Risk Factors" in our annual report on Form 10-KSB for the year ended December 31, 2005, as amended, and quarterly report on Form 10-QSB for the quarter ended September 30, 2006. All of our subsequent written and oral forward-looking statements (or statements that may be attributed to us) are expressly qualified by the Cautionary Statements. You should carefully review the risk factors described in our other filings with the Securities and Exchange Commission (the "SEC") from time to time. Our forward-looking statements are based on information available to us today, and we undertake no obligation to update these statements. Our actual results may differ significantly from the results discussed. Item 8.01 - Other Items. On March 6, 2007, the Delaware Court of Chancery issued an Order to dismiss "without prejudice" the complaint filed by Hoi Ming Chan and Florence Tsun (the "Plaintiffs'") against directors Ken Chu, Vic Dominelli, Xu Bing and Empire Global Corp. (the "Defendants'") as well as the counterclaim filed in response to the complaint by the Defendants' against the Plaintiffs'. The Order Maintaining Status Quo entered into on September 21, 2006 was also vacated, also, neither the Plaintiffs nor Defendants may reienstate their respective claims unless their court costs in this case have been paid in full, they retain Delaware counsel to prosecute the action, and they execute and file an affidavit with the Court stating under oath that they will prosecute the action in good faith. Nothing in the Order precludes the Plaintiffs or Defendants from bringing their claims against one another in a court in another jurisdiction. A copy of this order is attached hereto as Exhibit 99.1. Item 9.01 - Financial Statements and Exhibits. (d) Exhibits 99.1 Order of Delaware Chancery Court dated March 6, 2007 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. DATED: June 14, 2007. EMPIRE GLOBAL CORP. Per: /s/ KEN CHU ------------------------------ KEN CHU Chief Executive Officer