8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20509

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act

February 26, 2013

Date of Report

(Date of Earliest Event Reported)

SMARTDATA CORPORATION

 (Exact name of registrant as specified in its charter)

Nevada	000-53498	87-0449945
(State or other jurisdiction of incorporation(	(Commission File No.)	(IRS Employer I.D. No.)

P. O. Box 1593

Moab, Utah 84532

 (Address of principal executive offices)

(801) 557-6748

Registrant's telephone number

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 Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

Effective on the opening of business on February 26, 2013 (the “Effective Date”), the Company effected a 1-for-39 reverse stock split of its issued and outstanding shares of common stock, par value $0.001, pursuant to which each 39 shares of the Company’s common stock were converted automatically into one share of the Company’s common stock (the “Reverse Split”). No fractional shares were issued in connection with the Reverse Split, and any fractional shares were rounded up to the next whole share.  The Reverse Split resolutions indicated that no stockholder’s holdings, on a per stockholder of record basis (and each beneficial stockholder whose shares are held in the Depository Trust Company (the “DTC”), on a per stockholder of record basis) would be reduced to less than 100 shares; no stockholder of record or beneficial owning stockholder owning less than 100 shares prior to the Reverse Split will be effected by the Reverse Split.  DTC beneficial holders who are entitled to have their aggregate holdings rounded up to 100 shares have 30 days in which to notify the Company and its transfer agent and provide information confirming that their aggregate ownership of the Company’s common stock was reduced to below 100 shares, in order to get the additional rounding shares. Upon Effective Date, each certificate representing pre-Reverse Split shares will be deemed for all corporate purposes to evidence ownership of post-Reverse Split shares.  Holders of pre-Reverse Split shares may surrender to the Company’s transfer agent certificates representing pre-Reverse Split shares in exchange for certificates representing post-Reverse Split shares, though no mandatory exchange of certificates will be required.  The contact information for the transfer agent is: Interwest Transfer Co., Inc., 1981 Murray Holladay Road, Salt Lake City, Utah 84117; Telephone: (801-272-9294. All shares required for rounding will come from the stockholders of Burkeley J. Priest, the Company’s sole director and executive officer.  A Certificate regarding the Reverse Split was filed with the Secretary of State of Nevada under Section 78.209 of the Nevada Revised Business Corporation Act; see Item 9.01

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibit No.

Exhibit Description

3.1

Certificate of Change Pursuant to Nevada Revised Statute Section 78.209

SIGNATURES

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

SMARTDATA CORPORATION,

a Nevada corporation

Date:  February 25, 2013

/s/ Burkeley J. Priest                    

Burkeley J. Priest, President

EX-3.1

Exhibit 3.1

ACTION BY UNANIMOUS CONSENT OF THE

BOARD OF DIRECTORS AND MAJORITY STOCKHOLDERS OF

SMARTDATA CORPORATION

The undersigned, being the sole director of SmartData Corporation, a Nevada corporation (the “Company”), and the undersigned persons, including the sole director of the Company, who collectively own a majority of the outstanding voting securities of the Company (the “Majority Stockholders”), respectively acting pursuant to Sections 78.315 and 78.320 of the Nevada Revised Statutes (the “NRS”), do hereby unanimously consent to and adopt the following resolutions, effective the latest date hereof, unless indicated otherwise:

RECITALS

WHEREAS, the Board of Directors has deemed it to be in the best interests of the Company and its stockholders to effect a one for thirty-nine (1 for 39) reverse split of its outstanding common stock, with each fractional share being first rounded up to the nearest whole share and with the reverse split to reduce no stockholder’s holdings to less than 100 shares, on a per stockholder of record basis (including beneficial holders, on a per stockholder of record basis, only to the extent provided in the resolutions adopted below), provided, however, that if any stockholder has less than 100 total shares owned at the effective time of the reverse split, the reverse split will not have any effect on the holdings of any such stockholder; and

WHEREAS, the sole member of the Board of Directors and the Majority Stockholders deem it advisable and in the best interests of the Company and all of its stockholders to effect the reverse split; and

WHEREAS, the undersigned sole director of the Company will contribute to the capital of the Company sufficient shares of common stock of the Company for rounding of shares up to the nearest whole share, and as may be required to ensure that no stockholder’s holdings will be reduced to below 100 shares as a result of the reverse split (excluding stockholders who own less than 100 shares [the reverse split shall have no effect on the holdings of these stockholders] at the record date and computed on a per stockholder of record basis);

NOW, THEREFORE, be it

RESOLVED, that the Company effect a reverse split of its outstanding common stock on a basis of one for thirty-nine (1 for 39), while retaining the current authorized shares and par value of one mill ($0.001) per share, with appropriate adjustments being made in the additional paid in capital and stated capital accounts of the Company; with all fractional shares to be rounded up to the nearest whole share; with the reverse split to reduce no stockholder’s holdings to below 100 shares; with no stockholder owning less than 100 shares being affected by the reverse split; and that the reverse split be reflected on a per stockholder of record basis, meaning that if on the effective date of the reverse split, a stockholder owns 100 shares divided into a number of stock certificates, that such stockholder would not be entitled to further rounding to ensure that such stockholder’s separate stock certificates each constitute 100 shares;

FURTHER, RESOLVED, that any shares needed for rounding up to the nearest whole share or shares required to ensure that no stockholder’s holdings shall be reduced to less than 100 shares on a per stockholder of record basis in connection with the reverse split, will be contributed to the Company’s capital by the undersigned sole director of the Company;

FURTHER, RESOLVED, that the Depository Trust Company (the “DTC”) participants and the beneficial holders of securities of the Company held by DTC shall each be deemed to be a holder of record for all purposes of the reverse split at the record date only, provided that advice be given to the Company and its transfer agent, Action Stock Transfer Corp., of their respective aggregate stockholder positions in the Company’s common stock within 30 days of the effective date of the reverse split, with sufficient documentation for the Company to ensure that each such stockholder is entitled to the benefit of not having such stockholder’s ownership of shares of common stock of the Company reduced to below 100 shares as a result of the reverse split, on a per stockholder of record basis and as of the record date only;

FURTHER, RESOLVED, that the record date, for all purposes of the reverse split, shall be January 17, 2013;

FURTHER, RESOLVED, that the reverse split be effective the later of 10 days from the filing of notice of the reverse split with the Financial Industry Regulatory Authority (“FINRA”); the date that FINRA sets as the effective date of the reverse split and announces the reverse split to the public; or 21 days from the mailing of an Information Statement to the Company’s stockholders advising them of the reverse split and its adoption by the Board of Directors and the Majority Stockholders;

FURTHER, RESOLVED, that Leonard W. Burningham, Esq., be and hereby is authorized to prepare and file appropriate documents to reflect the reverse split and to obtain a new Cusip number and a new symbol to reflect the reverse split, including the Information Statement required to be filed with the Securities and Exchange Commission; and

FURTHER, RESOLVED, that Mr. Burningham is authorized to notify the DTC of the reverse split and provide such legal opinions as the DTC may require, subject to the DTC’s and Mr. Burningham’s consents to the filing of any such legal opinions, it being understood that the DTC may require any such legal opinion from independent legal counsel engaged for that specific purpose.

Date: 1-17-13.

/s/ Burkeley J. Priest                                         

Burkeley J. Priest

Sole Director and a Majority Stockholder

Shares Owned:  14,238,000 – 34.40%

MUNSON FAMILY LIMITED PARTNERSHIP

Dated: 1/17/13.

By /s/ Gerald H. Rice                                       

    Gerald H. Rice, Managing Partner

Shares Owned:  14,238,000 – 44.23%