0001494733-12-000305.txt : 20121217 0001494733-12-000305.hdr.sgml : 20121217 20121214204548 ACCESSION NUMBER: 0001494733-12-000305 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20121213 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20121217 DATE AS OF CHANGE: 20121214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Billet Finder Inc CENTRAL INDEX KEY: 0001514149 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-172590 FILM NUMBER: 121267151 BUSINESS ADDRESS: STREET 1: 1894 CLARENCE ST. CITY: SARNIA STATE: A6 ZIP: N7X1C8 BUSINESS PHONE: 519 331 1103 MAIL ADDRESS: STREET 1: 1894 CLARENCE ST. CITY: SARNIA STATE: A6 ZIP: N7X1C8 8-K 1 f8knewdrectors.htm FORM 8-K BILLET FINDER INC.

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: December 13, 2012


BILLET FINDER INC.

---------------------

(Exact name of registrant as specified in its charter)


Nevada                                  

333-172590               

     46-0525610

-------------------------------               

        --------------------        

-----------------------

(State or other jurisdiction of incorporation)          

  (Commission File Number)       

(IRS Employer Identification Number)


1894 Clarence Street, Sarnia, Ontario, N7X 1C8, Canada

(Address of Principal Executive Offices) (Zip Code)


786 304-9483

(Registrant's telephone number, including area code)


N/A

-------

(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:


[ ] 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 ExchangeAct (17 CFR 240.13e-4(c)









SECTION 5 - CORPORATE GOVERANCE AND MANAGEMENT


ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers


Appointment of Director


On December 10, 2012 through a Consent to Action in lieu of an annual meeting of the stockholders of Billet Finder Inc. (the “Corporation”), Terrence Groman and Denis Vorobyev were nominated for and elected as directors of the Corporation.


There are no transactions between Mr. Groman, Mr. Vorobyev and the Company that are reportable under Item 404(a) of Regulation S-K. There are no family relationships among our directors or executive officers.


Appointment of Officers


On December 11, 2012 the directors of the Corporation dismissed Jeff Freiberger as President, Secretary and Treasurer. Terrence Groman was appointed as an officer of the Corporation in the capacity of President, Secretary and Treasurer. Denis Vorobyev was appointed as COO.


A brief description of the background experience of our new officers and directors is as follows: 


Terrence Groman: Age 45


Since February 2004, Terrence has served as the President/CEO of Amg Consulting, Cream Records, Writers Ink Publishing, and Seven Cities Management Inc., which are record label, publishing and business management companies.  Terrence has been involved in the entertainment industry for 25 years.  He is extremely well versed in all aspects of Marketing, Sales, Promotions and Management internationally.


Denis Vorobyev: Age 29


Since February 2004, Denis Vorobyev has been employed by Mason Wholsale Company. Mr. Vorobyev is the current acting President at Mason Wholesale Company based in New Jersey, where he oversees al day-to-day distribution operations of Beer, Wine & Spirituous beverages in New Jersey and Pennsylvania markets.


The Board considers Mr. Groman’s experience in the media industry and skills in management, marketing strategy and implementation and Mr. Vorobyev’s experience qualify them to serve as a members of the Board.

 

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits.  The following is a complete list of exhibits filed as part of this Report.  Exhibit numbers correspond to the numbers in the exhibit table of Item 601 of Regulation S-K.     



Exhibit No.

 

Description

               99.1

 

Consent to Action






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.


BILLET FINDER INC.


By: /s/ Terrence Groman

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Terrence Groman, President


Date: December 14, 2012



 EX-99 2 jointconsenttoaction.htm CONSENT TO ACTION BILLET FINDER INC.

CONSENT TO ACTION

IN LIEU OF  

ANNUAL MEETING OF THE STOCKHOLDERS

OF

BILLET FINDER INC.


The undersigned, being all of the members of the Board of Directors and the holders of a majority of the outstanding capital stock of Billet Finder Inc., a Nevada corporation (the “Corporation”), acting pursuant to the authority granted by Sections 78.320, 78.330 and 78.390 of the Nevada General Corporation Law, and the Bylaws of the Corporation, do hereby adopt the following resolutions by written consent:


I. ELECTION AND APPOINTMENT OF BOARD OF DIRECTORS


WHEREAS, Terrance Groman and Denis Vorobyev are nominated for election as directors of the Corporation:


RESOLVED, that Terrance Groman and Denis Vorobyev be appointed to the office of directors of the Corporation as of the date hereof.


RESOLVED, that the appointment of Terrance Groman and Denis Vorobyev as directors is in the best interests of the Corporation.


RESOLVED, that, any officer of the Corporation, acting alone, be and hereby is authorized, empowered and directed, for and on behalf of the Corporation, to execute and file with the Secretary of State of the State of Nevada a Certificate of Amendment in accordance with NRS 78.390, reflecting actions of the Corporation taken in accordance with the forgoing resolutions.


RESOLVED, that any officer of the Corporation, acting alone, be and hereby is authorized, empowered and directed, for and on behalf of the Corporation, to take such further action and execute and deliver any additional agreements, instruments, certificates, filings or other documents and to take any additional steps as any such officer deems necessary or appropriate to effectuate the purposes of the foregoing resolutions; and


RESOLVED, that any action or actions heretofore taken by any officer of the Corporation for and on behalf of the Corporation in connection with the foregoing resolutions are hereby ratified and approved as the actions of the Corporation.


The execution of this consent shall constitute a written waiver of any notice of meeting required by NRS 78.375 or the Corporation’s Articles of Incorporation or Bylaws.


This consent may be executed by facsimile and in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument.


DATED:  December 10, 2012.



     


        MAJORITY STOCKHOLDER:




By:  /s/ Kerry Tylly

     

        Name:  Kerry Tully

Holder of 3,875,000 shares of common stock, amounting to 53.26% of the issued and outstanding shares of common stock of Billet Finder Inc.