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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASS OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
booktech.com inc.
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(Exact name of registrant as specified in its charter)
(Formerly Ebony & Gold Ventures, Inc.)
Nevada 88-0409153
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
42 Cummings Park, Woburn, Massachusetts 01801
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(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
Common Stock American Stock Exchange
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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), please check the following box. |X|
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), please check the following box. |_|
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:
N/A
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(Title of class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
The Registrant's Articles of Incorporation authorize the issuance of
59,523,810 shares of capital stock, $.00042 par value per share, divided into
54,523,810 shares of Common Stock and 5,000,000 shares of Preferred Stock. The
Preferred Stock is divided into 2,135,301 shares of Series A Preferred Stock and
1,100,000 shares of Series B Preferred Stock. Approximately 18,566,667 of Common
Stock are issued and outstanding. These shares are non-assessable, without
pre-emptive rights, and do not carry cumulative voting rights. Holders of common
shares are entitled to one vote for each share on all matters to be voted on by
the stockholders. Holders of common shares are entitled to share ratably in
dividends, if any, as may be declared by the Company from time to time, from
funds legally available. In the event of a liquidation, dissolution, or winding
up of the Company, the holders of shares of common stock are entitled to share
on a pro-rata basis all assets remaining after payment in full of all
liabilities. In additon to the Common Stock, there are issued and outstanding
2,135,301 shares of Series A Preferred stock and 1,100,000 shares of Series B
Preferred Stock. Series A Preferred Stock votes at the rate of one vote for each
three and one-third shares and is entitled to a preference upon liquidation or
winding up of the Company. Series B Preferred Stock is entitled to six votes per
share and is entitled to a preference upon liquidation or winding up that is
junior to Series A Preferred Stock. All classes of stock vote together as a
single group on all matters before the shareholders.
Item 2. Exhibits.
No exhibits are required to be filed with this Registration Statement.
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, on this 4th day of
April, 2000.
booktech.com inc.
By: /s/ Morris Shepard
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Morris Shepard, Chief Executive
Officer