Item 5.01 Changes in Control of Registrant.
On August 12, 2022, as a result of two private transactions, (i) 4,000,000
shares of Series A Preferred Stock, $0.001 par value per share (the "Shares") of
Lvpai Group Limited, a Nevada corporation (the "Company"), were transferred from
Yang Fuzhu to Chen Yuanhang and (ii) 1,000,000 Shares were transferred to Frank
Chen (together, the "Purchasers"). As a result, the Purchasers became holders of
an aggregate of approximately 43.48% of the voting rights of the issued and
outstanding share capital of the Company and Yang Fuzhu retained 43.48% of the
voting rights of the Company and is no longer the controlling shareholder. The
consideration paid for the Shares was $172,500. The source of the cash
consideration for the Shares was personal funds of the Purchasers.
Other than as described below, there are no arrangements or understandings among
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.
On August 12, 2022, the existing director and officer resigned immediately.
Accordingly, Yang Fuzhu, serving as a director and an officer, ceased to be the
Company's Chief Executive Officer, Chief Financial Officer, President, Treasurer
and Secretary. At the effective date of the transfer, Chen Yuanhang consented to
act as the new Chief Executive Officer, President, and a Director of the
Company, and Zhang Wenmin consented to act as the new Chief Financial Officer of
the Company.
Yuanhang Chen - Chief Executive Officer, President, Secretary, Treasurer,
Director
Mr. Chen Yuanhang, aged 60, received his bachelor's degree from Guangxi Normal
University in 1989. In 2009, he received an Executive Master of Business
Administration Program in Peking University.
In 1997, Mr. Chen Yuanhang founded Guangxi Chuanggu Group, operating out of
Guangxi, China. Mr. Chen Yuanhang continues to serve as the President and
Director and has been responsible for encouraging business investments, while
also providing leadership and strategic direction for the company. In 2002, Mr.
Chen Yuanhang founded Guangxi TNKY Life Technology Group Limited and serve as
the President and Director until now. He also joined the Guangdong's Association
for Promotion of Cooperation between Guangdong, Hong Kong & Macao and served as
Vice President in 2015.
Due to Mr. Chen Yuanhang 's over 30 years of experience in top management of
various businesses, in July of 2022, the Board of Directors elected to appoint
him to the positions of President, Secretary, Treasurer and Chairman of Board of
Directors of the Company.
Zhang Wenmin - Chief Financial Officer
Ms. Zhang Wenmin, age 39, graduated from Tianjin University with the bachelor's
degree in Business Administration.
Ms. Zhang was in the travel-related photography industry for 10 years. After
years of development, Ms. Zhang is the CEO of Jiangsu Lvpai Technology Group
Co., Ltd. focusing on the travel-related photography services. Ms. Zhang built a
one-stop service platform called "Global Travel Photography", a well-known brand
in the travel-related photography industry, which integrates tourism,
photography, hotels, scenic spots, specialties and other comprehensive products.
Ms. Zhang is also a well-known angel investor, who is experience at business
management and financial investment analysis. In addition to the "Global Travel
Photography", she also invested in many other start-ups, such as "XingYi Media",
"Zhongfu Cultural Tourism", "Smart Travel Camera Cabin", "TianNian KeYang",
"Kuncheng RV Tourism", "Tianzhiquan Liquor", some of them have grown to become
the strong market players in China.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 FORM AFFILIATE STOCK PURCHASE AGREEMENT, dated August 12, 2022
99.2 DIRECTORS RESOLUTIONS, dated August 12, 2022.
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