0001144204-12-059471.txt : 20121105 0001144204-12-059471.hdr.sgml : 20121105 20121105163740 ACCESSION NUMBER: 0001144204-12-059471 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20121026 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20121105 DATE AS OF CHANGE: 20121105 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IP TECHNOLOGY SERVICES, INC. CENTRAL INDEX KEY: 0001417900 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 260378308 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53827 FILM NUMBER: 121180482 BUSINESS ADDRESS: STREET 1: 1576 EAST 21ST STREET CITY: BROOKLYN STATE: NY ZIP: 11210 BUSINESS PHONE: 718-253-4455 MAIL ADDRESS: STREET 1: 1576 EAST 21ST STREET CITY: BROOKLYN STATE: NY ZIP: 11210 8-K 1 v327476_8k.htm FORM 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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)

October 26, 2012

IP TECHNOLOGY SERVICES, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

000-53827	26-0378308
(Commission File Number)	(IRS Employer Identification No.)

1202 Lexington Ave., Suite 355
New York, NY	10028
(Address of Principal Executive Offices)	(Zip Code)

(646) 481-4524

(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 5.03

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On October 26, 2012, IP Technology Services, Inc. (the “Company”) filed a Certificate of Ownership with the Secretary of State of Delaware, pursuant to which the Company’s newly-formed wholly-owned subsidiary, C2C CrowdFunding, Inc. was merged into and with the Company (the “Merger”). In connection with the Merger and in accordance with Section 253 of the Delaware General Corporation Law, the name of the Company was changed from “IP Technology Services, Inc” to “C2C CrowdFunding, Inc.”

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

Number	Exhibit
3.1	Certificate of Ownership dated October 26, 2012

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.

	IP TECHNOLOGY SERVICES, INC.



Date: November 5, 2012	By:	/s/ Neil Rock
		Neil Rock
		President

EXHIBIT INDEX

Number	Exhibit
3.1	Certificate of Ownership dated October 26, 2012

EX-3.1 2 v327476_ex3-1.htm EXHIBIT 3.1

STATE OF DELAWARE

CERTIFICATE OF OWNERSHIP

SUBSIDIARY INTO PARENT Section 253

CERTIFICATE OF OWNERSHIP

MERGING

C2C CROWDFUNDING, INC.

INTO

IP TECHNOLOGY SERVICES, INC.

(Pursuant to Section 253 of the General Corporation Law of Delaware)

IP Technology Services, Inc., a corporation incorporated on the 6^th day of June 2007, A.D., pursuant to the provisions of the General Corporation Law of the State of Delaware;

DOES HEREBY CERTIFY that this corporation owns 100% of the capital stock of C2C CrowdFunding, Inc., a corporation incorporated on the 25th day of October, 2012, A.D., pursuant to the provisions of the General Corporation Law of the State of Delaware and that this corporation, by a resolution of its Board of Directors duly adopted at a meeting held on the 25th day of October, 2012, A.D., determined to and did merge into itself said C2C CrowdFunding, Inc. which resolution is in the following words to wit:

WHEREAS this corporation lawfully owns 100% of the outstanding stock of C2C CrowdFunding, Inc., a corporation organized and exiting under the laws of the State of Delaware, and

WHEREAS this corporation desires to merge into itself the said C2C CrowdFunding, Inc., and to be possessed of all the estate, property, rights, privileges and franchises of said corporation,

NOW, THEREFORE, BE IT RESOLVED, that this corporation merge into itself said C2C CrowdFunding, Inc. and assumes all of its liabilities and obligations, and

FURTHER RESOLVED, that an authorized officer of this corporation be and he is hereby directed to make and execute a certificate of ownership setting forth a copy of the resolution to merge said C2C CrowdFunding, Inc. and assume its liabilities and obligations, and the date of adoption thereof, and to file the same in the office of the Secretary of State of Delaware, and a certified copy thereof in the office of the Recorder of Deeds of New Castle County; and

FURTHER RESOLVED, that the officers of this corporation be and they hereby are authorized and directed to do all acts and things whatsoever, whether within or without the State of Delaware; which may be in any way necessary or proper to effect said merger.

FURTHER RESOLVED that IP Technology Services, Inc. relinquishes its corporate name and assumes in place thereof the name C2C CrowdFunding, Inc.

IN WITNESS WHEREOF, said parent corporation has caused its corporate seal to be affixed and this certificate to be signed by an authorized officer this 25th day of October, 2012, A.D.

	By:/s/ Neil Rock
	Authorized Officer

	Name: Neil Rock
	Print or Type
	Title: President