Securities Registration (section 12(g)) (8-a12g)
28 April 2022 - 6:19AM
Edgar (US Regulatory)
a
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) or 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934
ECO INNOVATION GROUP, INC.
(Exact name of registrant as specified in its charter)
Nevada
(State of incorporation or organization)
85-0842591
(IRS Employer
Identification No.)
16525 Sherman Way, Suite C-1
Van Nuys, CA
(Address of principal executive offices)
91406
(Zip Code)
Securities to be registered pursuant to Section 12(b)
of the Act:
Title of each class
to be so registered |
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Name of each exchange on which
each class is to be registered |
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If
this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant
to General Instruction A.(c) or (e), please check the following box. ☐
If
this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant
to General Instruction A.(d) or (e), please check the following box. ☒
If
this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ☐
Securities Act registration statement or Regulation
A statement file number to which this form relates: N/A
Securities to be registered pursuant to Section 12(g)
of the Act:
Common stock, no par value
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant’s
Securities to be Registered
Common Stock
This registration statement relates to the common
stock, with no par value per share (the “Common Stock”), of Eco Innovation Group, Inc., a Nevada corporation (the
“Company”).
The holders of Common Stock are entitled to one vote
per share on all matters submitted to a vote of shareholders. There is no right to cumulative votes in the election of directors.
The holders of Common Stock are entitled to receive
ratably such dividends, if any, as may be declared by the Company’s Board of Directors out of legally available funds; however,
the current policy of the Company’s Board of Directors is to retain earnings, if any, for operations and growth.
Upon liquidation, dissolution or winding-up, the holders
of Common Stock will be entitled to share ratably in all assets that are legally available for distribution.
The holders of Common Stock will have no preemptive,
subscription, redemption or conversion rights.
The rights, preferences and privileges of holders
of Common Stock will be subject to, and may be adversely affected by, the rights of the holders of any series of preferred stock, which
may be designated solely by action of the Company’s Board of Directors and issued in the future. The Company has designated a Series
A Preferred Stock and a Series C Preferred Stock, of which 30,000,000 shares of Series A Preferred Stock are issued and outstanding, and
167,500 shares of Series C Preferred Stock issued and outstanding.
Item 2. Exhibits
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3.1 |
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Articles of Incorporation (incorporated by reference from our Registration Statement on Form S-1 filed on September 17, 2020) |
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3.2 |
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Certificate of Amendment to Articles of Incorporation (incorporated by reference from our Registration Statement on Form S-1 filed on September 17, 2020) |
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3.3 |
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Certificate of Amendment to Articles of Incorporation (incorporated by reference from our Registration Statement on Form S-1 filed on September 17, 2020) |
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3.4 |
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Bylaws (incorporated by reference from our Registration Statement on Form S-1 filed on September 17, 2020). |
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3.5 |
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Second Amended and Restated Articles of Incorporation of Eco Innovation Group, Inc., as filed with the Secretary of State of the State of Nevada on December 20, 2021. (incorporated by reference from our current report on Form 8-K filed on December 21, 2021) |
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3.6 |
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Third Amended and Restated Articles of Incorporation of Eco Innovation Group, Inc., as filed with the Secretary of State of the State of Nevada on April 1, 2022. (incorporated by reference from our current report on Form 8-K filed on April 4, 2022) |
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4.1 |
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Reference is made to Exhibits 3.1, 3.2, 3.3 to 3.4 (incorporated by reference from our Registration Statement on Form S-1 filed on September 17, 2020) |
SIGNATURES
Pursuant to the requirements of Section 12 of
the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned,
thereto duly authorized.
Dated: April 27, 2022
ECO INNOVATION GROUP, INC. |
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By: |
/s/ Julia Otey-Raudes |
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Name: |
Julia Otey-Raudes |
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Title: |
Chief Executive Officer |
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