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): December 15, 2008
Berkshire
Bancorp Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
(State or other
jurisdiction
of
incorporation)
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01-13649
(Commission
File Number)
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94-2563513
(IRS
Employer
Identification
No.)
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160
Broadway, New York, New York 10038
(Address
of principal executive offices and zip code)
Registrant’s
telephone number, including area code: (212) 791-5362
NOT
APPLICABLE
(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 (see General Instruction A.2. below):
¨ 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
5.03 Amendment
to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
As
previously reported by Berkshire Bancorp Inc. (the “Company”) in its Definitive
Information Statement filed with the Securities and Exchange Commission on
November 25, 2008, in connection with the Company’s sale of 60,000
shares of its 8% Non-Cumulative Mandatorily Convertible Perpetual Series A
Preferred Stock, the Company’s stockholders approved an amendment to the
Company’s Certificate of Incorporation to increase the number of its authorized
shares of common stock from 10 million to 25 million shares (the “Amendment”).
The Amendment was filed with the Secretary of State of the State of Delaware and
became effective on December 15, 2008.
ITEM
9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description
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3.1
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Certificate
of Amendment to the Certificate of Incorporation of the Company effective
December 15, 2008.
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SIGNATURE
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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BERKSHIRE
BANCORP INC.
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By:
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/s/
Steven Rosenberg
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Steven
Rosenberg
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President
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Dated: December
16, 2008
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