Current Report Filing (8-k)
October 19 2017 - 1:42PM
Edgar (US Regulatory)
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): October 19, 2017 (October 26, 2016)
Technovative
Group, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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333-175148
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38-3825959
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(state
or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification Number)
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Unit
701, 7/F, Tower 2, Silvercord, 30 Canton Rd, Tsim Sha Tsui, KLN, Hong Kong
(address of principal executive offices) (zip
code)
+852-2162
7529
(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 (see General Instruction A.2. below):
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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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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☐
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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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Indicate by check
mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item
1.01
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Entry
into a Material Definitive Agreement.
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The
registrant, Technovative Group, Inc. (“Technovative Group”), entered into a Share Sales Agreement (the “Agreement”)
dated October 26, 2016, with Foo Khee Long, the sole shareholder of Innorei Group (Samoa) Limited (“IRG Samoa”), a
holding company of Innorei Group Sdn. Bhd. (“IRG Malaysia”). IRG Malaysia is a mobile solutions apps development and
information technology service provider. Under the terms of the Agreement, Technovative Group agreed to issue 8,000,000 shares
of its common stock to Foo Khee Long subject to completion of certain pre-conditions by both parties, including due diligence
by Innorei Samoa. The foregoing is a summary of the terms of the Agreement and is qualified in its entirety by the Agreement which
is attached hereto and incorporated herein as Exhibit 10.1.
Item 5.01
Change in Control of Registrant.
In
accordance with the Agreement set forth in Item 1.01, above, and upon satisfaction of the conditions precedent to the issuance
of the 8,000,000 shares of Technovative Group, on February 22, 2017, Technovative Group issued 4,000,000 restricted shares of
its common stock to Foo Khee Long, 3,000,000 restricted shares of its common stock to Lim Kian Seong and 1,000,000 restricted
shares of its common stock to Soo Soon Kid.
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Item
9.01
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Financial
Statement and Exhibits.
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(d)
Exhibits. The following exhibit is filed with this report:
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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Date:
October 19, 2017
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Technovative
Group, Inc
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By:
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/s/ Lin
Kuan Liang Nicolas
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Name:
Lin Kuan Liang Nicolas
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Title: President
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