Item
5.01 Changes in Control of Registrant.
On
July 9, 2018, as a result of a private transaction, 9,000,000 shares of common stock (the “Shares”) of Bylog Group
Corp. (the “Company”), has been transferred from Dmitrii Iaroshenko to the Purchasers listed on Exhibit 99.2 (the
“
Purchasers
”), with Dehang ZHOU becoming a 43% holder of the voting rights of the Company, and the Purchasers
becoming the controlling shareholders. The consideration paid for the Shares, which represent 79% of the issued and outstanding
share capital of the Company on a fully-diluted basis, was $424,000. The source of the cash consideration for the Shares was personal
funds of the Purchasers. In connection with the transaction, Dmitrii Iaroshenko released the Company from all debts owed.
There
are no arrangements or understandings among members of both the former and new control persons and their associates with respect
to the election of directors of the Company or other matters. The information set forth in Item 5.02 of this Form 8-K is incorporated
by reference into this Item 5.01.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
Upon
the change of control of the Company, which occurred on July 9, 2018, the existing director and officer resigned immediately.
Accordingly, Dmitrii Iaroshenko, serving as the sole director and as the only officer, ceased to be the Company’s President,
Treasurer, Secretary and Director. At the effective date of the transfer, Dehang ZHOU has consented to act as the new President,
CEO, CFO, Treasurer, Secretary and Chairman of the Board of Directors of the Company.
Dehang
ZHOU, in 2003 until 2014, was a sole proprietor importing and exporting fashion, clothing, and as a retailer and wholesaler. Afterwards,
he extended his businesses related to environmental preservation, healthcare products and new energy electric automobiles.
From
2015 until the present, Dehang ZHOU has been the Vice-Chairman of Henan Lehehe Health Industry Group. The Group owns more than
80 trademarks, more than 10 technical patents, and more than 50 health food formula with the National Food and Drug Administration.
In addition, there are four GMP production workshops and SC certification workshops for health food and functional food production
(with more than 10 lines of production). Distribution of these products are made through various subsidiaries, Henan Lehehe Health
Industry Company Limited, Henan Lehehe Health Industry Company Limited, Henan Jiangdian Food Company Limited, Sanmenxia Lerenjia
Food Company Limited, etc.
Beginning
2018, Dehang ZHOU became the Vice Chairman of Xingang Technology Group, Hainan Province, China. Xingang Group manufactures, sells,
markets, researches and develops new energy electric automobiles (cars, SUVs, SPVs, coaches and buses).
The
Group is planning to setup, promote online-to-offline (O2O) sales, and marketing. Healthcare and cosmetics products, as well as
the environmental-friendly new energy electric automobiles are being sold, via the O2O platform, and physical stores, to consumers
in the South East Asian Countries like Malaysia, Indonesia and the Philippines. In the two years of 2018 and 2019, the Group is
planning to setup over 10,000 overseas outlets. Under the leadership of Dehang ZHOU, six-layer shelves that are being used to
display and sell consumer products will be in the number of 100,000 units, internationally. This network paves the foundation
of solid and sustainable growth of the Company businesses.
Among
the staff, there were some handicapped people. So, Dehang ZHOU has been a benevolent entrepreneur since his early days as a business
owner.
Besides,
Dehang ZHOU has been actively participating in various social activities. This year (2018), he became a Honorary Chairman of Hong
Kong Anti-Narcotics Youth Services Cadet.
With
the social image built by Mr. ZHOU, the board appoints him as a member of board of directors in July 2018.
