Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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
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Clear
Choice Financial,
Inc.
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|
(Exact
Name of Registrant as Specified in its
Charter)
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Nevada
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33-1080880
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(State
of Incorporation or Organization)
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(I.R.S.
Employer Identification No.)
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3231
S. Country Club Way, Suite 102
Tempe,
Arizona
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85282
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Securities
to be registered pursuant to Section 12(b) of the Act: None
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), 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), check the following box. ý
Securities
Act registration statement file number to which this form relates:
N/A
Securities
to be registered pursuant to Section 12(g) of the Act:
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Common
Stock, $0.0001 par value
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|
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(Title
of Class)
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Item
1. Description
of Registrant’s Securities to be Registered.
The
capital stock of Clear Choice Financial, Inc. (the “Company” or “Registrant”) to
be registered under the Securities Exchange Act of 1934, as amended (the “1934
Act”), is the Registrant’s Common Stock, par value $0.0001 per share (“Common
Stock”).
Common
Stock
The
holders of Common Stock are entitled to one vote per share on all matters
submitted to a vote of stockholders, including the election of directors. There
is no right to cumulate votes in the election of directors. The holders of
Common Stock are entitled to any dividends that may be declared by the Board
of
Directors out of funds legally available therefore subject to the prior rights
of holders of preferred stock and any contractual restrictions the Company
has
against the payment of dividends on Common Stock. In the event of the Company's
liquidation or dissolution, holders of Common Stock are entitled to share
ratably in all assets remaining after payment of liabilities and the liquidation
preferences of any outstanding shares of preferred stock. Holders of Common
Stock have no preemptive rights and have no right to convert their Common Stock
into any other securities.
Item
2. Exhibits.
| 3.1 |
Articles
of Incorporation of the Registrant, as
amended
|
| 3.2 |
Amended
and Restated Bylaws of the Registrant
(1)
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| 4.1 |
Form
of Common Stock Certificate
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_______________
| (1) |
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Incorporated by reference to
the
Registrant's Current Report on Form 8-K, dated June 20, 2006, as
filed
with the Commission on or about June 21,
2006.
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SIGNATURE
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.
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CLEAR
CHOICE FINANCIAL, INC. |
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By: |
/s/
Darren R. Dierich |
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Name:
Darren R. Dierich |
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Title:
Chief Financial Officer |
| Date: June 20, 2006 |
|