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SARO.PK > SEC Filings for SARO.PK > Form 8-K on 2-Oct-2009All Recent SEC Filings

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Form 8-K for SARS CORP.


2-Oct-2009

Completion of Acquisition or Disposition of Assets, Change in Directors or Principal O


Item 2.01 Completion of Acquisition or Disposition of Assets.

On September 29, 2009, SARS Corporation ("SARS" or the "Company") entered into an amendment (the "Amendment") to its merger agreement (the "Agreement") between its wholly owned subsidiary, FasTech Services, Inc., a Nevada corporation, and Environmental Insulation, Inc., ESDD, LLC, Alternatech, Inc., Swank Enterprises, Inc. d/b/a Art & Print, Inc., Associated Mechanical, Inc., and R.J. Power Plumbing & Heating Company, (collectively referred to, in prior Form 8-Ks, as "Associated Mechanical"), as filed in the Company's Form 8-K filed June 3, 2009 and July 9, 2009. The Amendment strikes the requirement that the parties successfully complete financing, as detailed primarily in Section 1.01(a) of the Agreement, as a condition subsequent to the completion of the Agreement. Associated Mechanical is therefore considered to be merged into, and a part of, FasTech Services, Inc., and a wholly owned subsidiary of SARS, thereby completing the merger.



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

On October 1, the Board of Directors of SARS (the "Board") appointed Alan Chaffee as Chief Financial Officer of the Company. Mr. Chaffee has over 15 years of professional experience in public accounting and private industry, and has previously acted as Chief Financial Officer for SARS. Mr. Chaffee is a CPA and, since 2002, has been the Managing Partner at Goff Chaffee Geddes, PLLC ("GCG"), a CFO consulting firm. As a CFO consultant, Mr. Chaffee has assisted development stage companies make the transition to public companies. He has also assisted billion dollar companies in meeting their SEC reporting and Sarbanes-Oxley requirements. Prior to joining GCG, Mr. Chaffee held positions as both CFO and COO for middle market aerospace companies. In 1992, Mr. Chaffee earned a BS in Business and Accounting from the University of Oregon.

To the extent that any information called for in Item 404(a) of Regulation S-B is required pursuant to this appointment, no such information exists.



Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit 10.3     Merger Agreement         Incorporated by
                                          reference in the
                                          Company's Form 8-K filed
                                          June 3, 2009

Exhibit 10.5     Amendment to Merger      Incorporated by
                 Agreement                reference in the
                                          Company's Form 8-K filed
                                          July 9, 2009

Exhibit 10.6     Amendment to Merger      Filed Herewith
                 Agreement

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