8-K

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): January 17^th, 2018

 

STAR ALLIANCE INTERNATIONAL CORP.

(Exact name of registrant as specified in its charter)

Nevada	333-197692	37-1757067
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

Penthouse 1-21-1, Suntech Penang Cybercity,

Lintang Mayang Pasir 3, Bayan Baru, 11950 Penang, Malaysia

(Address of principal executive offices)

+60 4 192 788

(Registrant's telephone number, including area code)

________________________________________________

(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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On January 17, 2018, Mr. Kok Chee LEE announced his resignation as Chief Executive Officer and director to the Board of Directors (the “Board”) of Star Alliance International Corp. a Nevada Corporation (the “Company”), effective immediately. On the same day, the board appointed Ms. Sreyneang Jin as the new CEO and Director.

Ms. Jin, 30, has over 10 years of international junket business in Phnom Penh, Cambodia. In the past 5 years, she has been working with leading junkets all over the world. With her expertise in public relations as well as her international connections, she will be able to brings the company investor to invest to Penang, Malaysia.

ITEM 9.01 EXHIBITS

(d) Exhibits.

10.1	Shareholder’s Resolution Appointing New CEO and Director
10.2	Resignation of Kok Chee LEE

2

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Star Alliance International Corp
Date: January 18, 2018	/s/ Sreyneang Jin
	Sreyneang Jin
	Chief Executive Officer

3

EX-10.1

EXHIBIT 10.1

WRITTEN CONSENT

OF

THE BOARD OF DIRECTORS

OF

Star Alliance International Corp.

(a Nevada corporation)

in Lieu of Meeting

_________________________________________________________

January 17, 2018

The undersigned, being all the members of the Board of Directors of Star Alliance International Corp., a Nevada corporation (the “Corporation”), do hereby consent, pursuant to Section 78.315 of the Nevada Revised Statutes (“NRS”), to the adoption of the following resolutions in respect of the Corporation:

WHEREAS, Kok Chee LEE, the CEO, tendered his resignation as the CEO and Director effective immediately;

NOW THEREFORE BE IT RESOLVED, that the Board hereby accepts Mr..Kok Chee LEE’s resignation as the CEO and Director, effective January 17, 2018 and be it further

RESOLVED, Ms. Sreyneang Jin be and hereby is appointed as new CEO and Director and shall act as the Corporation’s principal executive officer, effective January 16, 2018, to serve in accordance with the best interest of the Corporation until his successor is appointed or elected and qualifies, unless he resigns, is removed from office; and be it further

RESOLVED, that the proper officers of the Corporation be, and they and each of them hereby are, authorized and empowered, in the name of the Corporation and on its behalf, to execute and deliver all such further documents, instruments and agreements, and to do all such further acts and things, as such officers, in their sole discretion, shall determine to be necessary, appropriate or desirable to effectuate the foregoing resolutions, any such determination to be conclusively evidenced by the execution and delivery by such officers of any such document, instrument or agreement or the doing by them of any such act or thing; and be it further

RESOLVED, that this consent may be executed by facsimile signature and upon such execution shall have the same force and effect as an original; and be it further

RESOLVED, that any and all actions taken by such officers prior to the date of the foregoing resolutions adopted hereby, that are within the authority conferred thereby, are hereby ratified, confirmed and approved as the acts and deeds of the Corporation.

RESOLVED, that this consent may be executed in one or more counterparts.

[Signature page follows immediately]

1

[SIGNATURE PAGE TO WRITTEN CONSENT]

IN WITNESS WHEREOF, the undersigned, being all the director of the Corporation, have executed this Written Consent as of the date first written above.

/s/ Kok Chee LEE

Kok Chee LEE

/s/ Sreyneang Jin

Sreyneang Jin

/s/ Eng Wah KUNG

Eng Wah KUNG

[Signature Page to Star Alliance International Corp to appoint new CEO]

2

EX-10.2

EXHIBIT 10.2

Kok Chee LEE

11-3- G Tkt Paya Terubung

11060 Paya Terubung

Pulau Pinang

Malaysia January 17, 2018

Star Alliance International Corp

Penthouse 1-21-1, Suntech Penang Cybercity,

Lintang Mayang Pasir 3, Bayan Baru, 11950 Penang,

Malaysia

Dear Board of Directors,

I would like to inform you that I am resigning from my position as the Chief Executive Officer and Director of Star Alliance International Corp with immediate effect. Thank you for the opportunities you have provided me during my time with the company.

If I can be of any help after my resignation, please let me know.

Thanks.

Regards,

/s/Kok Chee LEE

Kok Chee LEE