Current Report Filing (8-k)
September 03 2020 - 3:30PM
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):
September 1, 2020
China HGS Real Estate, Inc.
(Exact Name of Registrant as Specified in
Charter)
Florida
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001-34864
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33-0961490
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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6 Xinghan Road, 19th Floor
Hanzhong City
Shaanxi Province, PRC 723000
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(Address of Principal Executive Offices and Zip Code)
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Registrant’s telephone number, including area code: (86)
091-62622612
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 3.01. Notice of Delisting or Failure to Satisfy a Continued
Listing Rule or Standard; Transfer of Listing.
On June 21, 2019, NASDAQ notified the company that the bid price
of its listed securities had closed at less than $1 per share over the previous 30 consecutive business days, and, as a result,
did not comply with Listing Rule 5550(a)(2). Therefore, in accordance with Listing Rule 5810(c)(3)(A), the company was provided
180 calendar days, or until December 18, 2019, to regain compliance with the Rule.
Subsequently, on December 19, 2019, the company was provided
an additional 180 calendar day compliance period, or until June 15, 2020, to demonstrate compliance. However, on April 16, 2020,
given the extraordinary market conditions, NASDAQ had determined to toll the compliance periods for bid price and market value
of publicly held shares requirements through June 30, 2020.1 Accordingly, the company was provided until August 31, 2020 to regain
compliance.
The company did not regain compliance with Listing Rule 5550(a)(2)
by August 31, 2020. Accordingly, its securities will be delisted from the NASDAQ Capital Market. The company’s common stock
will begin trading on the NASDAQ Capital Market on a split-adjusted basis on Wednesday, September 2, 2020.
The company intends to appeal of the determination made by NASDAQ
pursuant to the procedures set forth in the Nasdaq Listing Rule 5800 Series. A hearing request will stay the suspension of the
company’s securities and the filing of the Form 25-NSE pending the Panel’s decision.
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.
Dated: September 3, 2020
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China HGS Real Estate, Inc.
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By:
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/s/Xiaojun Zhu
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Name: Xiaojun Zhu
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Title: Chief Executive Officer and Chairman
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