UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
		SEC FILE NUMBER
		333-201365
	FORM 12b-25
		CUSIP NUMBER
	NOTIFICATION OF LATE FILING

 

(Check One):

x Form 10-K ☐Form 20-F ☐Form 11-K ☐Form 10-Q ☐Form 10-D ☐Form N-SAR ☐Form N-CSR

 

For Period Ended:      December 31, 2017

☐ 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 Instruction (or 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.

 

If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:

 

 

PART I -- REGISTRANT INFORMATION

 

 

Vitaxel Group Limited

Full Name of Registrant

 

 

Former Name if Applicable

 

Wisma Ho Wah Genting, No. 35

Address of Principal Executive Office ( Street and Number )

 

Jalan Maharajalela, 50150, Kuala Lumpur, Malaysia

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)

 

	(a)	The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense
x	(b)	The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, 11-K or Form N-SAR or Form N-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
	(c)	The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

 

PART III -- NARRATIVE

 

State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, 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 has experienced a delay in completing the information necessary for inclusion in its Form 10-K for the fiscal year ended December 31, 2017. The Company expects to file its Form 10-K Annual Report within the allotted extension period.

 

PART IV -- OTHER INFORMATION

 

(1)

Name and telephone number of person to contact in regard to this notification

 

Leong Yee Ming		603		2143-2889
(Name)		(Area Code)		(Telephone Number)

(2)

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 the answer is no, identify report(s). [X] Yes [   ] No

 

(3)

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? [X] Yes [   ] No

 

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.

 

 

Vitaxel Group Limited expects a significant decrease in its results of operations for fiscal year ended December 31, 2017 from the fiscal year ended December 31, 2106 as reflected by the earnings statements to be included in the Annual Report on Form 10-K for the year ended December 31, 2017. The loss from operations in the year ended December 31, 2016 was $1,027,151. It is anticipated that the loss from operations for the year ended December 31, 2017 will be approximately $4,187,297, an increase in such loss of approximately 308%. The increase in the loss from operations resulted from a decrease in revenue generated during the twelve months ended December 31, 2017 and the impact from the recognition of stock issuances which were awarded to officers and directors, as well as others, as compensation for services provided.

 

 

Vitaxel 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: April 2, 2018	By:	/s/ Leong Yee Ming
	Name:	Leong Yee Ming
	Title:	Chief Executive Officer
		(Principal Executive Officer)