Notification That Form 20-f Will Be Submitted Late (nt 20-f)
June 03 2019 - 5:02PM
Edgar (US Regulatory)
UNITED
STATES
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OMB
APPROVAL
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SECURITIES
AND EXCHANGE COMMISSION
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OMB
Number: 3235-0058
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Washington,
D.C. 20549
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Expires:
February 28, 2022
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FORM
12b-25
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Estimated
average burden
Hours
per form 2.50
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NOTIFICATION
OF LATE FILING
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SEC
FILE NUMBER
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001-38544
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CUSIP
NUMBER
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Q6519T
109
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(Check
One)
:
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[ ]
Form 10-K [X] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form
N-SAR [ ] Form N-CSR
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For
Period Ended:
January 31, 2019
[ ]
Transition Report on Form 10-K
[ ]
Transition Report on Form 20-F
[ ]
Transition Report on Form 11-K
[ ]
Transition Report on Form 10-Q
[ ]
Transition Report on Form N-SAR
For
the Transition Period Ended: _______________________
Read
Instructions (on back page) Before Preparing Form. Please Print or Type
.
Nothing
in this form shall be construed to imply that the Commission has verified any information contained herein.
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If
the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:
N/A
PART
I – REGISTRANT INFORMATION
Naked
Brand Group Limited
Full
Name of Registrant
N/A
Former
Name if Applicable
c/o
Bendon Limited, Building 7B, Huntley Street
Address
of Principal Executive Office
(Street and Number)
Alexandria,
NSW 2015, Australia
City,
State and Zip Code
PART
II – RULES 12b-25 (b) AND (c)
If
the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule
12b-25(b), the following should be completed. (Check box if appropriate)
[X]
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(a)
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The
reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
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(b)
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The
subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form-CSR, or
portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly
report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on
or before the fifth calendar day following the prescribed due date; and
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(c)
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The
accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.
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PART
III – NARRATIVE
State
below in reasonable detail the reasons why the Forms 10-K, 20-F, 11-K, 10-Q, 10-D, NBSAR, N-CSR, or the transition report or portion
thereof, could not be filed within the prescribed time period. (Attach extra sheets if needed)
The
Company is unable to file its Annual Report on Form 20-F for the fiscal year ended January 31, 2019 by the filing deadline because
the annual report could not be finalized without unreasonable effort and expense.
PART
IV – OTHER INFORMATION
(1)
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Name
and telephone number of person to contact in regard to this notification
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Justin
Davis-Rice
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+61
2
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9384
2400
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(Name)
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(Area
Code)
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(Telephone
Number)
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(2)
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Have
all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the
Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required
to file such report(s) been filed? If answer is no, identify report(s).
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[X]
Yes
[ ] No
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(3)
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Is
it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year
will be reflected by the earnings statements to be included in the subject report or portion thereof?
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[X]
Yes
[ ] No
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If
so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons
why a reasonable estimate of the results cannot be made.
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The Company expects that the
Company’s results of operations for the year ended January 31, 2019 will be different than the results of operations for
the year ended January 31, 2018. The Company is currently assembling information for and finalizing its financial statements and
therefore cannot provide a reasonable estimate of the results.
NAKED
BRAND GROUP LIMITED
(Name
of Registrant as Specified in Charter)
has
caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
Date:
June 3
, 2019
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By:
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/s/
Justin Davis-Rice
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Justin
Davis-Rice, Executive Chairman
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INSTRUCTION:
The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and
title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of
the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority
to sign on behalf of the registrant shall be filed with the form.
ATTENTION
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
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