The company did a reverse merger with Leaf of Life back in April and changed their name at State of Incorporation Nevada but was never approved by FINRA. They will have to change the name again to Lust for Life and request FINRA name & ticker change to reflect current company.
Item 1.01 Entry into a Material Definitive Agreement
On April 3, 2019, Renewable Energy & Power, Inc. (the "Company") entered into aReverse Mergerunder the Acquisition
Agreement and Plan of Share Exchange (the “Agreement”) with Leaf of Life Holdings Limited (“LOLJ”). Pursuant to the
Agreement LOLJ acquired an exclusive licensefromthe Company to sell and market LED Agricultural Grow Lights for Cannabis in
the territory of Jamaica and the Caribbean Islands. As part of the transaction, the Company also issued 5,000,000 Series A Preferred
Shares to Philip Saundersof LOLJ, and the principals of the Company also transferred their collective ownership of 5,000,000 Series
A Preferred to Mr. Saunders in exchange for $40,000, which will be paid in cash.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers.
On April 3, 2019, the Company received a resignation notice from Donald MacIntyre from all of his positions with the Company,
including Chairman, President, CEO and Director. On April 3, 2019, the Company received a resignation notice from Bruce Parsons
from all of his positions with the Company, including CFO, Director and Treasurer. On April 3, 2019, the Company received a
resignation notice from Bruce MacIntyre from all of his positions with the Company, including Vice President of Marketing and
Sales, Director and Secretary. On April 3, 2019, the Company received a resignation notice from Perry Barker from his positions
with the Company as Director.
The principals’ resignations were not due to any disagreement with the Company on any matter relating to its operations, policies or
practices.
On April 3, 2019, the Company appointed Philip Saunders as Chairman, President & CEO as well as interimTreasurer, CFO, and
Secretary.There are no arrangements or understandings between Mr. Saunders and any other person pursuant to which he was
selected as an officer or director. There are no family relationship between Mr. Saunders and any of our officers or directors. Other
than disclosed above Mr. Saunders has not held any other directorships in a company with a class of securities registered pursuant to
section 12 of the Exchange Act or subject to the requirements of section 15(d) of such Act or any company registered as an
investment company under the Investment Company Act of 1940, during the past five years.
Item 8.01 Other Events.
Effective April 3, 2019, the Company has changed its name to Leaf of Life Holdings Limited and requested same from FINRA
along with a symbol change to LOLJ which we have been informed may take up to 10 business days to approve.
