-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Tm838NSbNsemTPKNlYWM+bglIPezFdnmU/liYsoQaBNdZ7xcxZrck/ru3RFaVrVM 5BesZ6zEEjdHdu+58bvj+g== 0000950147-02-000735.txt : 20020530 0000950147-02-000735.hdr.sgml : 20020530 20020530153514 ACCESSION NUMBER: 0000950147-02-000735 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020517 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020530 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEW ENERGY CORP CENTRAL INDEX KEY: 0001114643 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-33479 FILM NUMBER: 02666279 BUSINESS ADDRESS: STREET 1: 5685 LA JOLLA BLVD. STREET 2:   CITY: LA JOLLA STATE: CA ZIP: 92037-7651 BUSINESS PHONE: 619 615 8647 MAIL ADDRESS: STREET 1: 5685 LA JOLLA BLVD. STREET 2:   CITY: LA JOLLA STATE: CA ZIP: 92037-7651 FORMER COMPANY: FORMER CONFORMED NAME: UBETIGOLF INC DATE OF NAME CHANGE: 20000512 8-K 1 e-8584.txt CURRENT REPORT DATED MAY 17, 2002 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) May 17, 2002 UBETIGOLF, INC, D/B/A NEW ENERGY CORPORATION, INC. (Exact name of Registrant as specified in charter) Utah 33-38936 87-0653434 (State of Incorporation) (Commission File No.) (IRS Employer No.) 5685 La Jolla Blvd., La Jolla, CA 92037 (Address of principal executive offices) 5580 La Jolla Blvd., Suite 506, La Jolla, CA 92037-7651 (Mailing address) Registrant's telephone number, including area code: (619) 615-8647 Item 5. Other Events Effective May 17, 2002, UBETIGOLF, Inc., (symbol NECO) also known as New Energy Corporation, filed with the Utah Department of Commerce, Division of Corporation and Commercial Code, a Certificate of Amendment of Articles of Incorporation to effect a change of corporate name from UBETIGOLF, Inc., to NECO Energy Corporation. The previous change of corporate name from UBETIGOLF, Inc., to New Energy Corporation, in November, 2001, was ineffectual. UBETIGOLF, Inc., filed a Certificate of Amendment with the Utah Department of Commerce, Division of Corporation and Commercial Code, in November, 2001, to effect a change of corporate name from UBETIGOLF, Inc., to New Energy Corporation. However, the Certificate of Amendment filed with the Utah Department of Commerce in November, 2001, was defective and the same was returned unfiled. Therefore, the previous attempted change of corporate name failed and no entity known as New Energy Corporation in Utah exists. Consequently, UBETIGOLF, Inc., has now successfully amended its Articles of Incorporation and adopted the name NECO Energy Corporation. Item 7. Financial Statements and Exhibits Files herewith as Exhibit 3.4 is the Amendment of Articles of Incorporation as filed with the Utah Department of Commerce, Division of Corporation and Commercial Code, on May 17, 2002. 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. NECO Energy Corporation /s/ Tor Ewald ---------------------------------- Tor Ewald Secretary, NECO Energy Corp. Date: May 28, 2002 /s/ Matt Rogers ---------------------------------- Matt Rogers Vice President, NECO Energy Corp. Date: May 28th, 2002 /s/ John McDonald ---------------------------------- John McDonald President, NECO Energy Corp. Date: May 28th, 2002 EX-3.4 3 ex3-4.txt CERTIFICATE OF AMENDMENT OF ART. OF INC. CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION UBETIGOLF, INC. I, the undersigned, Matt Rogers, do hereby certify: The Board of Directors of UBETIGOLF, INC. ("the company"), at a meeting duly convened and held on the 15th day of March, adopted by unanimous written consent a resolution to amend the original articles of incorporation as follows: Article I is hereby amended to read as follows: The name of the Corporation is as follows: NECO ENERGY CORPORATION The resolution to amend the articles of incorporation was ratified by written consent of a majority of the shareholders entitled to vote on the amendment by action taken without meeting, pursuant to Utah Code Section 16-10a-704. As of the record date of March 22, 2002, as set by the Board of Directors, the company's authorized capitalization consists of 100,000,000 shares of common stock and 5,000,000 shares of preferred stock. There are no outstanding shares of preferred stock and 19,677,000 shares of outstanding common stock. Each of the19,677,000 outstanding shares comprises one voting group and entitles its holder to one vote on each matter submitted to the shareholders. Shareholder Tor Ewald, representing 16,002,000 shares or 81.3% of the total 19,677,000 shares outstanding, undisputedly passed the resolution to amend the articles of incorporation by written consent dated March 22, 2002. Said 16,002,000 votes approving the amendment constituted sufficient votes of the voting group entitled to vote on the amendment for approval. Proper notice to all shareholders of record was provided pursuant to Utah Code. UBETIGOLF, INC. /s/ Matt Rogers 5/15/02 ------------------------------------ Matt Rogers/Vice-President Date -----END PRIVACY-ENHANCED MESSAGE-----