Notification That Annual Report Will Be Submitted Late (nt 10-k)
April 03 2018 - 6:10AM
Edgar (US Regulatory)
U.S.
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
12B-25
COMMISSION
FILE NUMBER: 000-55148
Q2EARTH,
Inc.
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: N/A
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: N/A
PART
I.
|
REGISTRANT
INFORMATION.
|
The
Registrant is Q2Earth, Inc. (the “Company”). The address of the Company’s principal executive office is 420
Royal Palm Way, #100, Palm Beach, FL 33480.
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 appropriate box.)
[X]
(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, 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.
The
Company is unable to file its Annual Report on Form 10-K for the period ended December 31, 2017 by the prescribed date without
unreasonable effort or expense. The Company has limited accounting staff at the current time, which delayed the audit review process.
As a result, the Company’s Annual Report is still under review with the auditors.
PART
IV.
|
OTHER
INFORMATION
|
(1) Name
and telephone number of person to contact in regard to this notification:
Christopher
Nelson - (305) 439-5559
(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 to be included in the subject report or portion thereof?
[ ]
Yes [X] No
Q2Earth,
Inc. has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
Dated:
April 2, 2018
|
By:
|
/s/
Christopher Nelson
|
|
|
Christopher
Nelson
|
|
|
President
and General Counsel
|