Resources Global Services Group (RGSG)

[learner1156]

8-K filed

Item 1.01 Entry into a Material Definitive Agreement.

On March 6, 2009, Su Zhou Blue Tassel School, a wholly-owned subsidiary of
China Ivy School, Inc., a Nevada corporation (the "Registrant"), entered into a
Purchase and Sale Agreement with Jianwei Wu, Wei Li, Surong Gong, Changgen Ma,
Yongxia Tan, Junhua Tang, and Xuehui Jiang (the "Purchase Agreement") for the
purchase of 90% of the outstanding shares of the capital stock of Youbang
Human Resource Company, a Chinese company, in exchange for an aggregate of
20,000,000 shares of the Registrant's common stock.

Youbang Human Resource Company provides recruitment and contract labor
services to corporations in the Su Zhou region of China.

Item 2.01 Completion of Acquisition or Disposition of Assets.

On March 6, 2009, Su Zhou Blue Tassel School, a wholly-owned subsidiary of
the Registrant, acquired 90% of the outstanding shares of the capital stock of
Youbang Human Resource Company, a Chinese company, from Jianwei Wu, Wei
Li, Surong Gong, Changgen Ma, Yongxia Tan, Junhua Tang, and Xuehui Jiang in
exchange for an aggregate of 20,000,000 shares of the Registrant's common stock
pursuant to the Purchase Agreement.

Item 3.02 Unregistered Sales of Equity Securities.

On March 6, 2009, the Registrant issued an aggregate of 20,000,000 shares of
its common stock (the "Shares") to Jianwei Wu, Wei Li, Surong Gong, Changgen Ma,
Yongxia Tan, Junhua Tang, and Xuehui Jiang in connection with the acquisition by
Su Zhou Blue Tassel School, its wholly-owned subsidiary, of 90% of the
outstanding shares of the capital stock of Youbang Human Resource Company,
a Chinese company, pursuant to the Purchase Agreement.

The issuance and sale of the Shares was exempt from the registration
requirements of the Securities Act under Rule 901 of Regulation S and Section
4(2) of the Securities Act.

Item 5.01 Changes in Control of Registrant.

As a result of the acquisition of Youbang Human Resource Company, the largest
shareholders of the Registrant will be the former shareholders of Youbang Human
Resource Company, including Jianwei Wu, who will own 5,400,000, or approximately
23.39% of the outstanding shares of common stock, Wei Li, who will own
5,000,000, or approximately 21.66% of the outstanding shares of common stock,
and Surong Gong, who will own 4,400,000, or approximately 19.06% of the
outstanding shares of common stock.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers.

On March 6, 2009, the Board of Directors of the Registrant appointed Mr. Jianwei
Wu, the chief executive officer of Youbang Human Resource Company since 2006, a
director.

From 1996 to 2006, Mr. Wu worked with Jiang Su Wu Zhong Economic and
Technological Development Corporation as a Logistics Office director. From 1993
to 1995, he worked with Wu Zhong Economic Development Zone Materials Corporation
as the manager in respect of marketing and sales activities.

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of businesses acquired.

The Registrant will file audited financial statements of Youbang
Human Resource Company within 71 days after the due date of this Current Report
on Form 8-K.

(b) Pro forma financial information

The Registrant will file pro forma financial statements which give effect
to the acquisition of Youbang Human Resource Company within 71 days after
the due date of this Current Report on Form 8-K.

(d) Exhibits

10.1 Purchase and Sale Agreement dated as of March 6, 2009 by and among Su
Zhou Blue Tassel School and Jianwei Wu, Wei Li, Surong Gong, Changgen Ma,
Yongxia Tan, Junhua Tang, and Xuehui Jiang.


http://www.secinfo.com/d14Dq2.sH5.htm