Exhibit 3.1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
Of the Securities Exchange Act of 1934
Date of report (date of earliest event reported)
| (Exact Name of Registrant as Specified in Charter) |
| Commission
File No. |
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(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| (Address of Principal Executive Offices) |
| ( |
| (Registrant’s Telephone Number) |
| (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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of each exchange on which registered | ||
| None | None | None |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On May 13, 2023, the Delaware Secretary of State accepted for filing an amendment to the registrant’s certificate of incorporation changing its name from EKIMAS Corporation to Nordicus Partners Corporation. On May 16, 2023, the name change was approved by the Financial Industry Regulatory Authority (“FINRA”), which also approved a change of the registrant’s ticker symbol to “NORD.” Trading under the new ticker symbol became effective on May 17, 2023.
| Item 7.01. | Regulation FD Disclosure. |
On May 22, 2023, the registrant issued a press release announcing the name and ticker symbol changes. A copy is attached to this Current Report as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits |
The following are filed as part of this Form 8-K:
| (d) | Exhibits |
| Exhibit | Filed or Furnished | |||||||||
| Number | Exhibit Description | Form | Exhibit | Filing Date | Herewith | |||||
| 3.1 | Certificate of Amendment to Certificate of Incorporation, as filed with the Delaware Secretary of State, dated May 13, 2023 | X | ||||||||
| 99.1 | Press Release dated May 22, 2023 | X | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||||
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Dated: May 22, 2023 | NORDICUS PARTNERS CORPORATION | |
| By: | /s/ Henrik Rouf | |
| Henrik Rouf | ||
| Chief Executive Officer | ||
Exhibit 3.1
Exhibit 99.1
EKIMAS CORPORATION CHANGES NAME TO NORDICUS PARTNERS CORPORATION AND TICKER SYMBOL TO ‘NORD’
Las Vegas, Nevada. May 22, 2023…EKIMAS Corporation (OTC PINK: NORD) (“EKIMAS” or the “Company”), a financial consulting company specializing in providing Nordic companies with the best possible conditions to establish themselves on the U.S. market, today announced that its common stock began trading under the symbol ‘NORD’ on May 17, 2023 and changed its name to Nordicus Partners Corporation. The new ticker symbol aligns with the Company’s rebranding to Nordicus.
No action by the company’s shareholders is required with respect to the ticker symbol change. The Company’s common stock will continue to be listed on OTC Pink Market and its CUSIP number will remain unchanged.
About Nordicus Partners Corporation
Nordicus Partners Corporation is a financial consulting company specializing in providing Nordic companies with the best possible conditions to establish themselves on the U.S. market, taking advantage of management’s combined 90+ years of experience in the corporate sector, serving in different capacities both domestically and globally. The company’s core competencies lie in assisting Danish as well as other Nordic and international companies in different areas of corporate finance activities, such as: business valuations, growth strategies, attracting capital for businesses & company acquisitions and sales.
Forward-Looking Statements
The Company believes that this press release contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Terms such as “may,” “might,” “would,” “should,” “could,” “project,” “estimate,” “pro-forma,” “predict,” “potential,” “strategy,” “anticipate,” “attempt,” “develop,” “plan,” “help,” “believe,” “continue,” “intend,” “expect,” “future,” and terms of similar import (including the negative of any of these terms) may identify forward-looking statements. Such forward-looking statements, including but not limited to statements regarding the plans and objectives of management for future operations, are based on management’s current expectations and are subject to risks and uncertainties that could cause results to differ materially from the forward-looking statements. Actual results and the timing of certain events and circumstances may differ materially from those described by the forward-looking statements as a result of these risks and uncertainties. Factors that may influence or contribute to the accuracy of the forward-looking statements or cause actual results to differ materially from expected or desired results may include, without limitation, market acceptance of the company’s products and services; competition from existing products or new products that may emerge; the implementation of the company’s business model and strategic plans for its business and our products; estimates of the company’s future revenue, expenses, capital requirements and need for financing; current and future government regulations; and developments relating to the company’s competitors. Readers are cautioned not to place undue reliance on forward-looking statements because of the risks and uncertainties related to them. For further information on such risks and uncertainties, you are encouraged to review the Company’s filings with the Securities and Exchange Commission (“SEC”), including its Current Report on Form 8-K relating to the reverse acquisition and related transactions which was filed with the SEC on March 1, 2023. The Company assumes no obligation to update any forward-looking statements as a result of new information or future events or developments, except as required by law.
For further information contact:
Mr. Henrik Rouf
Chief Executive Officer
Phone +1 310 666.0750
Email hr@nordicuspartners.com