UNITED
STATES
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): May
7, 2008
Marani
Brands, Inc.
(Exact
name of registrant as specified in its charter)
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Nevada
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333-123176
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20-2008579
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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13152
Raymer Street, Suite 1A
North
Hollywood, CA 91605
(Address
of principal executive offices) (zip code)
(818)
503-5200
(Registrant's
telephone number, including area code)
(Former
name or former address, if changed since last report.)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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SPECIAL
NOTE REGARDING FORWARD-LOOKING STATEMENTS
This
document contains forward looking statements within the meaning of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"). These
statements are based on management's beliefs and assumptions, and on information
currently available to management. Forward looking statements include the
information concerning possible or assumed future results of operations of
the
Company
Forward-looking
statements also include statements in which words such as "expect,"
"anticipate," "intend," "plan," "believe," "estimate," "consider" or similar
expressions are used. Forward looking statements are not guarantees of future
performance. They involve risks, uncertainties and assumptions. The Company's
future results and shareholder values may differ materially from those expressed
in these forward looking statements. Readers are cautioned not to put undue
reliance on any forward looking statements.
ITEM
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
May 7,
2008, the Company's Board of Directors accepted the resignation of Adele Ruger
from its Board of Director. Ms. Ruger, who has served as a Director since
February 12, 2008, resigned to pursue other interests. Ms. Ruger has not had
any
disagreements with management or the Company on any matter relating to the
Company's operations, policies or practices, and will not receive any severance
compensation. Ms. Ruger’s resignation letter is attached as Exhibit
99.1.
On
May 7,
2008, the Company’s Board of Directors expanded it membership to three and
elected Ara Zartarian and Ani Kevorkian as Directors.
Ara
Zartarian presently serves as our Executive Vice President, Chief Operating
Officer, and Secretary. He has been an officer and director of Margrit
Enterprises International, Inc. (MEI), since its formation in 2001. On April
7,
2008, MEI was acquired in a merger transaction by Marani Brands, Inc.
Previously, he was a partner in the collections firm of Zartarian &
Ginocchio Collections. Mr. Zartarian earned his Bachelors degree from Loyola
Marymount University (Los Angeles) and his Juris Doctorate from Western State
University College of Law.
Ani
Kevorkian presently serves as our Executive Vice President, Chief Financial
Officer, and Treasurer. She has been an officer and director of MEI since its
formation in 2001. Previously, she was an Assistant Director at the
International Institute for Municipal Clerks (1994 to 2002) and an Operations
Manager at the Michelin Tire Company (1988 to 1993). Ms. Kevorkian earned her
Bachelors in Business Management from the University of Phoenix.
ITEM
9.01 Financial Statements and Exhibits.
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Exhibit
Number |
Description |
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99.1 |
Adele
Ruger Resignation Letter
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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Dated:
May 8, 2008
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Marani
Brands, Inc., a
Nevada corporation
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/s/
Margrit
Eyraud |
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By: Margrit
Eyraud |
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Its:
Chief
Executive Officer |