Item 2.01 Completion of Acquisition or Disposition of Assets.
On December 14, 2021, Kreido Biofuels, Inc., a Nevada corporation ("we," "KRBF"
or the "Company"), nine stockholders (the "Selling Stockholders") and six
purchasers (the "Purchasers") entered into a Stock Purchase Agreement (the
"SPA"), pursuant to which the Purchasers agreed to purchase from the Selling
Stockholders 13,099,243 shares of common stock of the Company, par value $0.001
(collectively, the "Shares"), constituting approximately 89% of the issued and
outstanding shares of common stock of the Company, for aggregate consideration
of Four Hundred Twenty Thousand Dollars ($420,000) in accordance with the terms
and conditions of the SPA. The acquisition of the Shares consummated on December
20, 2021, and the Shares were ultimately purchased by the following individuals:
Selling Shareholder No. of Common Stock Purchaser
DOU Chu Ju 554,856 PG MAX & CO, LLC
ZHANG Chao 214,387 CHEN,HSUEH-NI
HEUNG Kin Leung Kenny 55,000 HSIAO, CHUNG-PIN
HEUNG Pak Kuen 55,000 HSIAO, CHUNG-PIN
HEUNG Teui Yee 55,000 HSIAO, YU-CHIAO
KWAN Chin Man 55,000 HSIAO, YU-CHIAO
LEUNG Wong Hung 55,000 HSU, CHENG-HSING
MAK Chit Ming Brian 55,000 HSU, CHENG-HSING
Pang King Sau Nelson 12,000,000 Orient Express & Co., Ltd.
Total 13,099,243
Orient Express & Co., Ltd. holds a controlling interest in the Company, and may
unilaterally determine the election of the Board and other substantive matters
requiring approval of the Company's stockholders. Cheng Hsing Hsu, our new Chief
Financial Officer and Director, is the director and controlling shareholder of
Orient Express & Co., Ltd.
Upon the consummation of the sale, Chan Kwok Wai Davy, our sole executive
officer and director, resigned from all of his positions with the Company,
effective December 20, 2021. His resignation was not due to any dispute or
disagreement with the Company on any matter relating to the Company's
operations, policies or practices.
Concurrently with such resignation, the following individuals were appointed to
serve in the positions set forth next to their names, until the next annual
meeting of stockholders of the Company and until such director's successor is
elected and qualified or until such director's earlier death, resignation or
removal:
Name Position
HSIAO, Chung Pin Chief Executive Officer and Director
HSIAO, Yu-Chiao Secretary and Director
HSU, Cheng Hsing Chief Financial Officer and Director
Chung Pin HSIAO and Yu Chiao HSIAO are siblings. Except as set forth in the
foregoing, none of the directors or executive officers has a direct family
relationship with any of the Company's directors or executive officers, or any
person nominated or chosen by the Company to become a director or executive
officer. All officers and directors will serve in his or her positions without
compensation. The Company hopes to enter into a compensatory arrangement with
each officer in the future.
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The following is additional information regarding our directors and executive
officers.
Mr. Chung Pin Hsiaojoined us as our Chief Executive Officer and a director on
December 20, 2021. Mr. Hsiao has served as Chief Executive Officer of Sky
Cosmos Limited since 2011, the Chief Executive Officer of Namg-Hong Technology
Co., Ltd. since April 2011, the Chief Executive Officer of Chinlax International
Co., Ltd since April 2015, the Chief Executive Officer of Oriental Green Energy
Technology Inc. since August 2012, the Chief Executive Officer of Hengding
Biotechnology Co., Ltd. and the Chief Executive Officer of Yuan Yun Food Co.,
Ltd. since November 2014. Mr. Hsiao brings to the Board his expertise in leading
and operating technology companies. Mr. Hsiao received his college degree in
2007 from The Wycliffian Society.
Mr. Cheng Hsing Hsujoined the Company as our Chief Financial Officer and
director on December 20, 2021. He is the director and controlling shareholder of
Orient Express & Co., Ltd., the controlling shareholder of the Company. He has
served as the Chief Financial Officer of Nam Liong Group General Management
Office since April 2003, the Supervisor at Namliong Global Corp(5450.TW).,
Taiwan since June 2010, and the Supervisor of TIONG LIONG Corporation since May
2013. From January 2019 to July 2021, he served as a Director and the Chief
Financial Officer of VIVIC CORP. (VIVC. Nasdaq QB), U.S.A. He expects to be
appointed to serve on the Board Directors of Times Education Holdings Australia,
Pty. (TEH) in December 2021. Mr. Hsu was the Associate General Manager of
Dachan Foods (Asia)Company (3999.HK), Hong Kong from March 2001 to March, 2003.
From February 2000 to February 2001, he was the manager of Finance Department of
Catcher Technology Company (2474.TW), Taiwan. From May 1993 to February 2000, he
was the Manager of Accounting Department of Great Wall Enterprise Co.,
Ltd(1210.TW), Taiwan. Mr. Hsu brings to the Board his expertise in operational
and financial expertise. He received a Bachelor of Accounting from Fengjia
University, Taiwan and EMBA from Chengjung University, Taiwan.
Ms. Yu Chiao Hsiaojoined the Company as our Secretary and Director on December
20, 2021. She has served as the Chief Executive Officer of Eternalcare Business
Ltd., Taiwan, since 2020 and Suzhou Greatsun Electronics & Communication Co.,
Ltd., China since 2016. She has also served on the board of directors of each of
Ever Development Investment Co., Ltd., Taiwan and Ta Hsin Company Limited, Hong
Kong since 2017. From 2015 to present, Ms. Hsiao has been the Director and Vice
General Manager of Nam Liong Global Corp., Taiwan , a Supervisor of the Board of
Great Legend Agriculture Development (HK) Ltd., Hong Kong and a Director of the
Board of Elementech International Co., Ltd. Between 2010 and 2011, Ms. Hsiao was
the Chief Operating Officer of Dongguan Xutai Sports Bag Manufactures Co., Ltd,
China. From 2008 to 2009, Ms. Hsiao was the Sales Director of Dongguan Proprene
Sporting Goods Co., Ltd., China. She received her Bachelor's Degree in Business
Administration from Pacific Lutheran University in 2004. Ms. Hsiao brings to
our board her deep experience in international operations in the Asia region.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
The disclosure provided in Item 2.01 above is incorporated by reference herein.
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