Item
8.01 Other Events.
KinerjaPay
Corp., a Delaware corporation, (the “Company” or “Registrant”) is filing this Current Report
on Form 8-K to report its reliance on the Order in connection with the Company’s Annual Report on Form 10-K for the year-ended
December 31, 2019, pursuant to the order of the U.S. Securities and Exchange Commission
(the “Commission”) issued on March 4, 2020 (the “Order”), which was supplemented and updated, as
set forth below.
On
March 4, 2020, the Commission issued an Order under Section 36 (Release No. 34-88318) of the Securities Exchange Act of 1934 (“Exchange
Act”), which was supplemented by Release
No. 34-88465 dated March 25, 2020. Pursuant to the Order, as supplemented on March 25, 2020, the Commission stated, in relevant
part, as follows: “(a) [If] The registrant . . . is unable to meet a filing
deadline due to circumstances related to COVID-19; (b) Any registrant relying on this Order furnishes to the Commission a Form
8-K . . . by the later of March 16 or original filing deadline of the report [March 30, 2020] stating:(1) that it is relying on
this Order; (2) [and files] a brief description of the reasons why it could not file such report, schedule or form on a timely
basis; (3) [and discloses] the estimated date by which the report, schedule, or form is expected to be filed; 4 (4) if appropriate,
a risk factor explaining, if material, the impact of COVID-19 on its business; and [if applicable] (5) if the reason the subject
report cannot be filed timely relates to the inability of any person, other than the registrant, to furnish any required opinion,
report or certification, the Form 8-K shall have attached as an exhibit a statement signed by such person stating the specific
reasons why such person is unable to furnish the required opinion, report or certification on or before the date such report must
be filed. (c) The registrant or any person required to make any filings with respect to such a registrant files with the Commission
any report, schedule, or form required to be filed no later than 45 days after the original due date; and (d) In any report, schedule
or form filed by the applicable deadline pursuant to paragraph (c) above, the registrant must disclose that it is relying
on this Order and state the reasons why it could not file such report, schedule or form on a timely basis.”
As
disclosed in the Company’s Exchange Act Reports, the Company’s business operations, that of its operating subsidiaries
and their operating offices and primary banking relationships, as well as its chief executive officer, chief financial officer
and key operating personnel, are all located in Indonesia, including certain persons responsible for assisting the Company in
the preparation of its financial statements. As a result of the travel and work restrictions stemming from the COVID-19 pandemic,
the Company is unable to obtain the necessary financial records that it needs from its Indonesian-based operations and banking
personnel to permit the Company to finish the internal and external review process in
order to file a timely and accurate Annual Report on Form 10-K for its year-ended December 31, 2019 by
the prescribed date of March 30, 2020, or by the extended date of April 14, 2020, even if the Company files for an extension on
Form 12b-25.
In
addition, we plan on including in our Annual Report on Form 10-K a separate risk factor under “Risks
Related to Our Business and Industry” regarding the potential and actual impact
on our business and operations, as well as on the overall Indonesian and SE Asian economy, as a result of the growing presence
of COVID-19 in Indonesia. The substance of the new risk factor disclosure is still in preparation as we evaluate the various governmental
and non-governmental reports and the media in Indonesia prior to filing the Annual Report on Form 10-K.
As
a precaution, the Company has directed its key employees to work from home to the greatest extent possible, implementing self-confinement
even if not showing any COVID-19 symptoms.
Accordingly,
in reliance upon the Order dated March 4, 2020, Release No. 34-88465, supplemented by Release No. 34-88465 dated March 25, 2020,
the Company expects to file its Annual Report on Form 10-K on or before 45 days from
the original filing deadline of March 30, 2020, which will include an appropriate Risk Factor disclosure on the potential
and actual impact of COVID-19 on the Company.