Current Report Filing (8-k)
2020年3月21日 - 5:38AM
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): March 20, 2020
NOCERA,
INC.
(Exact
name of registrant as specified in charter)
Nevada
(State
or other jurisdiction of incorporation)
000-55993
|
|
16-1626611
|
(Commission File Number)
|
|
(IRS Employer Identification No.)
|
2030
POWERS FERRY ROAD SE, SUITE #212
ATLANTA,
GA 30339
(Address
of principal executive offices and zip code)
404-816-8240
(Registrant’s
telephone number, including area code)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under
any of the following provisions:
[ ]
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))
Securities
registered pursuant to Section 12(b) of the Act: None
Title of each Class
|
Trading Symbol
|
Name of each exchange on which registered
|
N/A
|
N/A
|
N/A
|
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 x
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. ¨
Item
8.01 Other Events.
Application
for a 45-days extension of the filing deadline of the 10-K.
Nocera,
Inc. (“Nocera” or “the Company”) seeks an extension of 45 days to file its annual report on Form 10-K,
for the fiscal year ended December 31, 2019, based on the SEC Order under Section 36 of the Exchange Act, set forth in Release
No. 34-88318, issued March 4, 2020, which authorizes the Commission to exempt, either conditionally or unconditionally, any person,
security or transaction, or any class or classes of persons, securities, or transactions, from any provision or provisions of the
Exchange Act or any rule or regulation thereunder, to the extent that such exemption is necessary or appropriate in the public
interest, and is consistent with the protection of investors.
Numbers
of cities in China have been quarantined, and many of our supplier and customer operations have been suspended due to the ongoing
virus situation. Accounting confirmations from our customers, suppliers, and banks for audit purposes have been delayed. Furthermore,
our staff has been substantially impeded in preparing the final financial statements due to quarantines and travel restrictions
imposed on our staff. Therefore, we need to extend our filing date of our annual report within
the time frame of the extension, on or before May 14, 2020.
Risk
Factors
Since
our main PE sheet supplier, SIMONA, has still been under suspension due to the ongoing virus situation, the estimated completed
dates of several RAS projects in China have been postponed, which will also postpone the revenue recognition of the Company from
these projects.
We
expect that as the Covid-19 Virus expands as a pandemic and state actions are taken that are disrupting commerce at all levels
of industry, there will be various adverse effects experienced by companies such as ours. Although the Company is taking measures
to mitigate the effect as much as possible there is no assurance that the steps will be sufficient. In most respects it is too
early in the pandemic to be able to quantify all the ramifications.
Although
the Company is confident that filing will take place within the timeline of the extension, this is not a certainty as locations
from where the Company requires information for our reporting circumstances may change for the worse.
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.
Nocera,
Inc.
By:
/s/
Erik S. Nelson
____________________
Erik
S. Nelson
Title:
Corporate Secretary
Date:
March 20, 2020
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