SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d)
of
the
Securities Exchange Act of 1934
Date
of
Report (date of earliest event reported):
December
18, 2007
Best
Care, Inc.
(Exact
Name of Company as Specified in its Charter)
|
Nevada
|
|
333-139564
|
|
20-5659065
|
|
State
of
|
|
Commission
|
|
IRS
Employer
|
|
Incorporation
|
|
File
Number
|
|
I.D.
Number
|
|
|
|
|
|
|
No.
A156, Xi Guo Yuan, Yong Shun Village
Tongzhou
District
Beijing,
P.R. China
Address
of principal executive offices
Company’s
telephone number: 86-773-723
3098
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the Company under any of the following
provisions (see General Instruction A.2. below):
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
|
|
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
|
|
Item
5.02
|
Departure
of Directors or Principal Officers, Election of Directors; Appointment
of
Principal Officers
|
On
October 19, 2007, as previously announced and reported in the Company’s Report
on Form 8-K, filed on October 23, 2007, the Company consummated a “Merger
Transaction”, whereby BCAE Merger Sub, Inc. (“SUB”), a wholly owned subsidiary
of the Company, merged with and into China Baolong Logistic Limited (“CBL”),
pursuant to the terms and conditions of that certain Agreement and Plan of
Merger, dated as of October 19, 2007, by and among the Company, SUB, CBL, and
the shareholders of CBL, as more particularly described in the Company’s Report
on Form 8-K, dated October 23, 2007.
As
a
result of the Merger Transaction, the Company believes that the appointment
of a
new management team would be beneficial to the Company and its shareholders.
On
November 21, 2007 Jing Jiang tendered an undated resignation from the Board
of
Directors of the Company, and appointed Jingxue Sun (Chairman), and Xinhua
Li to
the Board of Directors of the Company, effective 10 days after the Company
has
both (1) filed an information statement on Schedule 14F-1 (the "Information
Statement")
with
the Securities and Exchange Commission and (2) delivered the Information
Statement to the Corporation's stockholders. Such time periods have elapsed,
the
resignation of Jing Jiang has been accepted, and Jingxue Sun (Chairman) and
Xinhua Li have been appointed to the Board of Directors of the Company as of
December 18, 2007.
Jingxue
Sun (Chairman/Board of Directors)
Jingxue
Sun, 43, Chairman and General Manager of Beijing Baolong Logistics Company
Limited, the vice president of Tongzhou District Logistics Association. Mr.
Sun
founded Beijing Baolong Logistics Company in 1996. Mr. Sun is an accomplished
logistics professional with eleven years experience in manufacturing
environments, and has valuable combination of logistics problem solving ability
and management skills.
Mr.
Sun
does not hold any other directorships with reporting companies in the United
States. There are no family relationships between Mr. Sun and the directors,
executive officers, or persons nominated or chosen by the Company to become
directors or executive officers. During the last two years, there have been
no
transactions, or proposed transactions, to which the Company was or is to be
a
party, in which Mr. Sun (or any member of his immediate family) had or is to
have a direct or indirect material interest. There are no employment agreements
between the Company and Mr. Sun.
Xinhua
Li (Director)
Xinhua
Li, 43, has worked at the Public Relations Management Institute at Beijing
University for more than five years and he has been engaged in the logistics
industry for 20 years.
Mr.
Li
does not hold any other directorships with reporting companies in the United
States. There are no family relationships between Mr. Li and the directors,
executive officers, or persons nominated or chosen by the Company to become
directors or executive officers. During the last two years, there have been
no
transactions, or proposed transactions, to which the Company was or is to be
a
party, in which Mr. Li (or any member of his immediate family) had or is to
have
a direct or indirect material interest. There are no employment agreements
between the Company and Mr. Li.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has
duly
caused this Current Report to be signed on its behalf by the undersigned
hereunto duly authorized.
Dated:
December 18, 2007
|
|
|
|
|
|
Best
Care, Inc.
|
|
|
|
|
|
|
By:
|
/s/
Yu Zhang
|
| |
|
|
|
|
Name:
Yu Zhang
|
|
|
Title:
Chief Executive Officer
|