-----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, GBu01+lHHyUEm1oSyqUbaOCGMdxfw2kzVsMWgIgwkhyUsuXKhre9jTxXB0/X9XaA G+L5KGmSR7iyPOI6oYTSxw== 0000017188-97-000005.txt : 19970508 0000017188-97-000005.hdr.sgml : 19970508 ACCESSION NUMBER: 0000017188-97-000005 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970422 ITEM INFORMATION: Changes in control of registrant FILED AS OF DATE: 19970507 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOETHICS LTD CENTRAL INDEX KEY: 0000894560 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 870485312 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-55254-41 FILM NUMBER: 97597500 BUSINESS ADDRESS: STREET 1: 3098 S HIGHLAND DRIVE STREET 2: SUITE 460 CITY: SALT LAKE CITY STATE: UT ZIP: 84106 BUSINESS PHONE: 8014857775 MAIL ADDRESS: STREET 1: 3098 S HIGHLAND DR STE 460 CITY: SALT LAKE CITY STATE: UT ZIP: 84106 8-K 1 CHANGES IN CONTROL 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) April 22, 1997 BIOETHICS, LTD. (Exact name of registrant as specified in its charter) NEVADA 33-55254-41 87-0485312 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3098 SO. HIGHLAND DRIVE, SUITE 460 SALT LAKE CITY, UTAH 84106 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (801) 485-7775 Item 1. Changes in Control of Registrant. On April 22, 1997, Sasha Belliston was elected a director of the Company, David R. Yeaman resigned as Secretary/Treasurer and Director, and Ms. Belliston was elected Secretary/Treasurer of the Company to serve until a successor is duly elected and qualified, or until an earlier resignation, removal or death. Mr. Yeaman also resigned as President and Director of Capital General Corporation, the Company's major shareholder. Krista Nielson, President and Director of the Company, was elected President of Capital General Corporation, and Ms. Belliston was elected Vice President and Director of Capital General Corporation. The table below sets forth the percentage of voting securities of the Company beneficially owned by controlling shareholders, officers and directors, and officers and directors as a group. Name and address Amount of Percent Title of class of beneficial owner beneficial ownership of class - -------------- ------------------- -------------------- -------- Common Stock Capital General Corporation 920,400 92.04% 3098 S. Highland Drive, Suite 460 Salt Lake City, Utah 84106 Common Stock Krista Nielson 40,000 4.00% 3098 S. Highland Drive, Suite 460 Salt Lake City, Utah 84106 Common Stock All Officers and Directors as a Group 960,400 96.04% Capital General Corporation is a private corporation. The majority of its shares (80%) are owned by another private corporation, Yeaman Enterprises, Inc. Krista Nielson, the Company's President, owns 18.3% of the outstanding stock of Capital General Corporation. The stockholders of Yeaman Enterprises are the adult children of the family of David R. Yeaman, who resigned as an officer and director of the Company and simultaneously resigned as an officer and director of Capital General and Yeaman Enterprises. Ms. Belliston, Mr. Yeaman's daughter, is the principal shareholder of Yeaman Enterprises. Ms. Belliston's beneficial ownership of the securities of the Company is derived from the shares directly owned by Capital General. Ms. Belliston beneficially owns shares of the Company which are owned by Capital General in that she has the power to vote or direct the voting of the shares and the power to dispose of or to direct the disposition of the shares. Ms. Belliston and Ms. Nielson control and have beneficial ownership of the shares owned by Capital General and exercise shared voting power and shared investment power over those shares. While Mr. Yeaman has resigned from his affiliation with the Company, Yeaman Enterprises and Capital General, it is contemplated that he will provide assistance as may be necessary for an orderly transition of their affairs. In addition, Mr. Yeaman may continue to be deemed an affiliate of the Company by virtue of his familial and historical relationships with the Company, its shareholders, officers and directors. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BIOETHICS, LTD. By: s\Krista Nielson -------------------------------------- Krista Nielson, President and Director Dated: May 6, 1997 -----END PRIVACY-ENHANCED MESSAGE-----