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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cosmos Group Holdings Inc.
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-55793 Cosmos Group Holdings Inc. (Exact name of registrant as specified |
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| August 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement COSMOS GROUP HOLDINGS, INC. (Name of Registrant |
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| June 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement COSMOS GROUP HOLDINGS, INC. (Name of Registrant |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| April 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-545793 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as sp |
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| April 7, 2025 |
Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) April 3, 2025 (April 3, 2025) Cosmos Group Holdings, Inc. |
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| April 7, 2025 |
Exhibit 16.1 April 3rd. 2025, The CEO COSMOS GROUP HOLDINGS, INC 37thFloor, Singapore Land Tower 50 Raffles Place Singapore Dear sir LETTER OF RESIGNATION Effective April 3, 2025, we will cease our services as your accountants. We have reached this decision reluctantly and after substantial deliberation. We will cooperate with your new accountants. Thank you for the opportunity to serve you. Regar |
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| April 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 27, 2024 Cosmos Group Holdings, Inc. |
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| March 31, 2025 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number 3235-0058 SEC File Number 000-53612 CUSIP Number 097824 106 (Check one): ☒ 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, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20 |
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| December 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) December 24, 2024 Cosmos Group Holdings, Inc. |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| August 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement COSMOS GROUP HOLDINGS, INC. (Name of Registrant |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| July 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) July 29, 2024 Cosmos Group Holdings, Inc. |
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| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement Cosmos Group Holdings, Inc. (Na |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| May 15, 2024 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* SEC File Number 000-55793 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition |
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| April 18, 2024 |
Exhibit 10.1 |
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| April 18, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): April 18, 2024 Cosmos Group Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-55793 90-1177460 (State or other jurisdiction of incorporation) (Commission |
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| April 16, 2024 |
Note 1: Acquired by Massive Treasure Limited on 22 October 2021 Exhibit 21.1 Company Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/ paid up share capital Effective interest held Massive Treasure Limited BVI, limited liability company Investment holding 50,000 ordinary shares with a par value of US$1 each 100 % Coinllectibles DeFi Limited Hong Kong, limited liability company Financing |
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| April 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-545793 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as sp |
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| April 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement Cosmos Group Holdings, Inc. (Na |
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| April 10, 2024 |
Certificate of Amendment of the Company* . Exhibit 1 FRANCISCO V. AGUILAR Secretary of State 202 North Carson Street Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov Profit Corporation: Certificate of Amendment (PURSUANT TO NRS 78.380 & 78.385/78.390) Certificate to Accompany Restated Articles or Amended and Restated Articles (PURSUANT TO NRS 78.403) Officer's Statement (PURSUANT TO NRS 80.030) TYPE OR PRINT - USE D |
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| April 1, 2024 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number 3235-0058 SEC File Number 000-55793 CUSIP Number 221411101 (Check one): ☒ 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, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20- |
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| December 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-545793 COSMOS GROUP HOLDINGS INC. (Exact name |
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| November 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| November 15, 2023 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* SEC File Number 000-55793 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transi |
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| September 26, 2023 |
September 26, 2023 VIA E-MAIL Division of Corporation Finance Office of Finance United States Securities and Exchange Commission Washington, D. |
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| September 14, 2023 |
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 14, 2023 (August 28, 2023) Cosmos Group Holdings Inc. .(Exact name of registrant as specified in its charter) Nevada 000-55793 90-1177460 (State or other jurisdiction of inc |
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| September 14, 2023 |
Letter of Fortune CPA, Inc. dated September 13, 2023 Exhibit 16.1 333 City Blvd W 3rd Floor Orange, CA 92868 Phone (714)-820-3316 Fax (714)-333-4992 September 13, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners, We have reviewed form 8-K of Cosmos Group Holdings Inc., which we understand its change in auditor. We agree with the statements made regarding our firm. We have no disagreement with the statemen |
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| August 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| August 14, 2023 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* SEC File Number 000-55793 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition |
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| May 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Amendment No. |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| May 15, 2023 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* SEC File Number 000-55793 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: Mach 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition |
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| April 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-545793 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as sp |
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| April 17, 2023 |
Note 1: Acquired by Massive Treasure Limited on 22 October 2021 Exhibit 21.1 Company Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/ paid up share capital Effective interest held Massive Treasure Limited BVI, limited liability company Investment holding 50,000 ordinary shares with a par value of US$1 each 100 % Coinllectibles DeFi Limited Hong Kong, limited liability company Financing |
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| April 6, 2023 |
April 6, 2023 VIA E-MAIL Division of Corporation Finance Office of Finance United States Securities and Exchange Commission Washington, D. |
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| April 3, 2023 |
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): March 28, 2023 Cosmos Group Holdings Inc. .(Exact name of registrant as specified in its charter) Nevada 000-55793 90-1177460 (State or other jurisdiction of incorporation) (Commissio |
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| April 3, 2023 |
Form of Loan Agreement between 8M Limited and JL Investments Capital Limited dated March 28, 2023 Exhibit 10.1 Loan Agreement This Loan Agreement (the “Agreement”) is made and effective this 28th day of 2023 BETWEEN: (A) 8M LIMITED, a limited liability company incorporated under the laws of Hong Kong (Company Registry No. 2485024 and Money Lender’s Licence No. 2314/2022) and having its registered address at Room 9, 11/F, Hang Bong Commercial Centre, 28 Shanghai Street, Jordan, Kowloon (the “Bo |
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| April 3, 2023 |
Exhibit 10.2 8MLimited Date: 28 March 2023 Loan Application No.: Ta Yang Group Holdings Limited 22/F, H Code 45 Pottinger Street Central HK Attn : Mr. Li Jiu Hua Dear Sirs, Re: Ta Yang Group Holdings Limited (the "Bon - ower") Uncommitted Revolving Term Loan Facility (the "Facility") With reference to your application for an Uncommitted Revolving Term Loan Facility (the "Facility"), we are pleased |
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| March 31, 2023 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number 3235-0058 SEC File Number 000-55793 CUSIP Number 221411101 (Check one): ☒ 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, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20- |
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| February 24, 2023 |
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): February 9, 2023 Cosmos Group Holdings Inc. .(Exact name of registrant as specified in its charter) Nevada 000-55793 90-1177460 (State or other jurisdiction of incorporation) (Commiss |
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| February 24, 2023 |
Letter from J&S Associate dated February 9, 2023 Exhibit 16.1 J&S ASSOCIATE PLT B-11-14, Megan Avenue II 12, Jalan Yap Kwan Seng, 50450, Kuala Lumpur, Malaysia Tel: +603-4813 9469 February 9, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners, We have read Item 4.01 of Form 8-K of Cosmo Group Holdings Inc., which we understand will be filed with the Securities and Exchange Commission on or soon after Fe |
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| February 9, 2023 |
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): May 30, 2021 Cosmos Group Holdings Inc. .(Exact name of registrant as specified in its charter) Nevada 000-55793 90-1177460 (State or other jurisdiction of incorporation) (Commission |
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| December 20, 2022 |
Exhibit 10.1 SETTLEMENT AGREEMENT This Settlement Agreement (this ?Agreement?) is made and entered into as of December 15, 2022 (the ?Effective Date?), by and between Cosmos Group Holdings, Inc., a Nevada corporation (the ?Company?) and Lee Ying Chiu Herbert, an individual (?Dr. Lee?). The Company and Dr. Lee are hereinafter collectively referred to as the ?Parties.? RECITALS WHEREAS, on June 17, |
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| December 20, 2022 |
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): December 20, 2022 (December 15, 2022) Cosmos Group Holdings Inc. .(Exact name of registrant as specified in its charter) Nevada 000-55793 90-1177460 (State or other jurisdiction of in |
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| November 9, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): November 9, 2022 (November 8, 2022) Cosmos Group Holdings, Inc. .(Exact name of registrant as specified in its charter) Nevada 000-55793 90-1177460 (State or other jurisdiction of inc |
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| November 9, 2022 |
Exhibit 10.1 TECHNICAL KNOWHOW LICENSE AND SERVICING AGREEMENT 1 THIS Technical Knowhow License and Servicing Agreement (this “Agreement”) is made on the 8th of November 2022 (“Effective Date”) BETWEEN: (1) Coinllectibles LIMITED (BVI company number: 2067445), a company incorporated in the British Virgin Islands, with registered address at Mandar House, 3rd Floor, Johnson’s Ghut, Tortola, British |
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| November 1, 2022 |
Exhibit 10.8 TECHNICAL KNOWHOW LICENSE AND SERVICING AGREEMENT THIS Technical Knowhow License and Servicing Agreement (this “Agreement”) is made on the 1st of July 2022 (“Effective Date”) BETWEEN: (1) Coinllectibles LIMITED (BVI company number: 2067445), a company incorporated in the British Virgin Islands, with registered address at Mandar House, 3rd Floor, Johnson’s Ghut, Tortola, British Virgin |
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| November 1, 2022 |
Exhibit 21 Subsidiaries Company name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/ paid up share capital Effective interest held Massive Treasure Limited BVI, limited liability company Investment holding 50,000 ordinary shares with a par value of US$1 each 100 % Coinllectibles (HK) Limited Hong Kong, limited liability company |
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| November 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| September 15, 2022 |
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 15, 2022 (September 15, 2022) Cosmos Group Holdings, Inc. .(Exact name of registrant as specified in its charter) Nevada 000-545793 90-1177460 (State or other jurisdiction o |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| August 8, 2022 |
EXHIBIT 10.1 SALE AND PURCHASE AGREEMENT THIS AGREEMENT is entered into with effect from the Effective Date (as defined in the Schedule) between the Vendor (as defined in the Schedule), as seller, and the Purchaser (as defined in the Schedule), as buyer (the ?Agreement?). WHEREAS: (A) The Vendor legally and beneficially owns the Collectible (as defined in the Schedule) and intends to enter into th |
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| August 8, 2022 |
Other Events, Financial Statements and Exhibits 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): August 4, 2022 (August 2, 2022) Cosmos Group Holdings, Inc. .(Exact name of registrant as specified in its charter) Nevada 000-545793 90-1177460 (State or other jurisdiction of incorp |
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| August 8, 2022 |
EXHIBIT 10.2 NOTE PURCHASE AGREEMENT THIS NOTE PURCHASE AGREEMENT (the ?Purchase Agreement?) dated as of August 2, 2022, is between Cosmos Group Holdings Inc., a Nevada corporation (the ?Company?), and Chan Hin Yip (the ?Purchaser?). RECITALS A. On August 2, 2022, Coinllectibles Private Limited, a wholly owned subsidiary of the Company, on the one part, and the Purchaser on the other part are part |
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| May 19, 2022 |
EXHIBIT 10.1 DATE: [DATE] (the ?Effective Date?) (1) the Company (as defined in the Appendix) and (2) the Consultant (as defined in the Appendix) CONSULTANCY AGREEMENT Page 1 of 9 THIS AGREEMENT shall take effect on and from the Effective Date. BETWEEN: (1) the Company (as defined in the Appendix); and (2) the Consultant (as defined in the Appendix), (the Company and the Consultant are collectivel |
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| May 19, 2022 |
Certificate of Amendment of Articles of Incorporation EXHIBIT 4.2 |
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| May 19, 2022 |
As filed with the Securities and Exchange Commission on May 19, 2022 As filed with the Securities and Exchange Commission on May 19, 2022 Registration No. |
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| May 19, 2022 |
Coinllectibles Inc. 2022 Stock Incentive Plan EXHIBIT 99.1 COINLLECTIBLES INC. 2022 STOCK INCENTIVE PLAN I. PURPOSE The purpose of this COINLLECTIBLES INC. 2022 STOCK INCENTIVE PLAN is to provide a means through which Coinllectibles Inc., a Nevada corporation, and its Affiliates may attract highly-qualified persons to serve as Employees, Directors and Consultants of the Company and its Affiliates and to provide a means whereby those individua |
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| May 19, 2022 |
Calculation of Filing Fee Table EXHIBIT 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) COSMOS GROUP HOLDINGS INC. |
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| May 16, 2022 |
EXHIBIT 10.6 DATE: 2 February, 2022 (the "Effective Date") (1) the Company (as defined in the Appendix) and (2) the Consultant (as defined in the Appendix) CONSULTANCY AGREEMENT Page 1 of 10 THIS AGREEMENT shall take effect on and from the Effective Date. BETWEEN: (1) the Company (as defined in the Appendix); and (2) the Consultant (as defined in the Appendix}, (the Company and the Consultant are |
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| May 16, 2022 |
EXHIBIT 10.5 DATE: 2 February, 2022 (the "Effective Date") (1) the Company (as defined in the Appendix) and (2) the Consultant (as defined in the Appendix) CONSULTANCY AGREEMENT Page 1 of 10 THIS AGREEMENT shall take effect on and from the Effective Date. BETWEEN: {1) the Company (as defined in the Ap pendix); and {2) the Consultant {as defined in the Appendix), {the Company and the Consultant are |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| May 16, 2022 |
EXHIBIT 10.7 DATE: 2 February 2022 (the "Effective Date") (1) the Company (as defined in the Appendix) and (2) the Consultant (as defined in the Appendix) CONSULTANCY AGREEMENT Page 1 of 10 THIS AGREEMENT shall take effect on and from the Effective Date. BETWEEN: (1) the Company (as defined in the Appendix); and (2) the Consultant (as defined in the Appendix), (the Company and the Consultant are c |
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| May 16, 2022 |
Specimen certificate evidencing shares of Common Stock (6) EXHIBIT 4.1 1 2 |
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| April 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-545793 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as sp |
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| April 15, 2022 |
EXHIBIT 21 Company name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/ paid up share capital Effective interest held Massive Treasure Limited BVI, limited liability company Investment holding 50,000 ordinary shares with a par value of US$1 each 100% Coinllectibles (HK) Limited Hong Kong, limited liability company Corporate man |
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| April 15, 2022 |
EXHIBIT 10.1 TECHNICAL KNOWHOW LICENSE AND SERVICING AGREEMENT This Technical Knowhow License and Servicing Agreement (this ?Agreement?), effective as of July 1, 2021, is made and entered into by and between Coinllectibles Limited, a company incorporated in the British Virgin Islands with a Branch office in Singapore, with office located at address 138 Cecil Street #13-02 Cecil Court Singapore 069 |
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| April 15, 2022 |
EXHIBIT 10.2 THIS AGREEMENT shall take effect on and from the Effective Date (as defined in the Appendix). BY AND AMONGST: (1) the Company (as defined in the Appendix); (2) the Service Agent (as defined in the Appendix); and (the Company, and the Service Agent are collectively referred to as the "Parties", and each of them is referred to as the "Party"). WHEREAS: (A) The Company, has appointed the |
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| March 31, 2022 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number 3235-0058 SEC File Number 000-55793 CUSIP Number 221411101 (Check one): ? 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, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20- |
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| January 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement COSMOS GROUP HOLDINGS INC. (Name of Registrant a |
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| January 6, 2022 |
EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of December 31, 2021 (the ?Execution Date?), is entered into by and between Cosmos Group Holdings, Inc., a Nevada corporation (the ?Company?), and Williamsburg Venture Holdings, LLC, a Nevada limited liability company (together with its permitted assigns, the ?Buyer?). Capitalized terms used herei |
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| January 6, 2022 |
EXHIBIT 10.1 EQUITY PURCHASE AGREEMENT THIS EQUITY PURCHASE AGREEMENT (this ?Agreement?) is entered into as of December 31, 2021 (the ?Execution Date?), by and between Cosmos Group Holdings, Inc, a Nevada corporation (the ?Company?), and Williamsburg Venture Holdings, LLC, a Nevada limited liability company (the ?Investor?). RECITALS WHEREAS, the parties desire that, upon the terms and subject to |
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| January 6, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) December 31, 2021 Cosmos Group Holdings, Inc. |
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| January 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement COSMOS GROUP HOLDINGS INC. (Name of Registrant a |
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| January 4, 2022 |
Form of Certificate of Amendment to Articles of Incorporation of the Company*. EX-1 2 cosmosex1.htm FORM OF CERTIFICATE EXHIBIT 1 STATE OF NEVADA CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION Cosmos Group Holdings Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the Nevada Revised Statutes of the State of Nevada, does hereby certify: FIRST: That the Articles of Incorporation of the Corporation is hereby amended by amending and res |
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| November 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| November 15, 2021 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number 3235-0058 SEC File Number 000-55793 CUSIP Number 221411101 (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: September 30, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20 |
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| October 27, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) October 27, 2021 (October 25, 2021) Cosmos Group Holdings, Inc. |
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| October 27, 2021 |
EXHIBIT 10.2 SALE AND PURCHASE AGREEMENT THIS AGREEMENT is entered into with effect from the Effective Date (as defined in the Schedule) between the Vendor (as defined in the Schedule), as seller, the Purchaser (as defined in the Schedule), as buyer, and the Fee Earner (as defined in the Schedule) (the ?Agreement?). WHEREAS: (A) The Vendor legally and beneficially owns the Collectible (as defined |
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| October 27, 2021 |
EX-10.1 2 cosmosex101.htm EX-10.1 EXHIBIT 10.1 SALE AND PURCHASE AGREEMENT THIS AGREEMENT is entered into with effect from the Effective Date (as defined in the Schedule) between the Vendor (as defined in the Schedule), as seller, the Purchaser (as defined in the Schedule), as buyer, and the Fee Earner (as defined in the Schedule) (the “Agreement”). WHEREAS: (A) The Vendor legally and beneficially |
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| October 18, 2021 |
EX-10.1 2 cosmosex1001.htm SHARE EXCHANGE AGREEMENT Exhibit 10.1 THIS SHARE EXCHANGE AGREEMENT (the “Agreement”), is VERSION 2021001 to be incorporated by reference by the parties as set forth in the relevant confirmation (the “Confirmation”). W I T N E S E T H: A. The Seller (as defined in the Confirmation) owns all of the issued and outstanding equity securities of the Underlying Asset defined i |
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| October 18, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) October 18, 2021 Cosmos Group Holdings, Inc. |
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| October 18, 2021 |
EX-10.2 3 cosmosex1002.htm CONFIRMATION Exhibit 10.2 This Confirmation is dated the Signing Date (as defined below) and made between the Parties (as defined below) and constitutes a confirmation as described in the Share Exchange Agreement VERSION 2021001 (the "Master Agreement"), which is hereby incorporated into this Confirmation by reference and shall be read together with this Confirmation to |
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| September 17, 2021 |
EX-10.5 6 cosgex105.htm EX-10.5 EXHIBIT 10.5 |
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| September 17, 2021 |
Form of Shares Swap Letter Agreement (for 51% of the securities)* EX-10.3 4 cosgex103.htm EX-10.3 EXHIBIT 10.3 Date: 17 May 2021 To: Party A (as defined in the Appendix) From: Party B (as defined in the Appendix) PRIVATE & CONFIDENTIAL Dear Sirs, Share Swap – the issued share capital of the Target Company (as defined in the Appendix) in exchange for shares of the OTC Company (as defined in the Appendix) to be made between Party A and Party B (together the “Parti |
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| September 17, 2021 |
EXHIBIT 21 Subsidiaries Company name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/ paid up share capital Effective interest Held Coinllectibles (HK) Limited Hong Kong, limited liability company Corporate management in Hong Kong 1,000 ordinary shares for HK$1,000 100% Coinllectibles Wealth Limited Hong Kong, limited liability |
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| September 17, 2021 |
EXHIBIT 10.4 |
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| September 17, 2021 |
EXHIBIT 10.1 |
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| September 17, 2021 |
Form of Share Swap Letter Agreement (for 100% of the securities)* EX-10.2 3 cosgex102.htm EX-10.2 EXHIBIT 10.2 Date: 17 May 2021 To: Party A (as defined in the Appendix) From: Party B (as defined in the Appendix) PRIVATE & CONFIDENTIAL Dear Sirs, Share Swap – the issued share capital of the Target Company (as defined in the Appendix) in exchange for shares of the OTC Company (as defined in the Appendix) to be made between Party A and Party B (together the “Parti |
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| September 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 17, 2021 Cosmos Group Holdings Inc. |
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| August 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| August 13, 2021 |
EX-10.1 2 cosgex101.htm EX-10.1 EXHIBIT 10.1 |
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| August 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) August 13, 2021 Cosmos Group Holdings, Inc. |
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| August 9, 2021 |
EXHIBIT 16.1 August 9, 2021 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Cosmos Group Holdings, Inc. (COSG) We resigned from the auditor on June 18, 2020. We have read the statements made by Cosmos Group Holdings, Inc. in Item 4.01 of this Form 8-K regarding the change in auditors. We agree with such statements made regarding our firm. We have no basis to agree |
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| August 9, 2021 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) August 9, 2021 (June 18, 2020) Cosmos Group Holdings, Inc. |
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| August 9, 2021 |
EXHIBIT 16.2 Audit ? Tax ? Consulting ? Financial Advisory Registered with Public Company Accounting Oversight Board (PCAOB) August 9, 2021 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 We have read the statements under item 4.01 in the Form 8-K dated August 9, 2021, of Cosmos Group Holdings, Inc. (the ?Company?) to be filed with the Securities and Exchange Commissio |
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| July 28, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) July 27, 2021 (July 23, 2021) Cosmos Group Holdings, Inc. |
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| July 28, 2021 |
EX-10.1 2 cosmosex101.htm EX-10.1 EXHIBIT 10.1 SALE AND PURCHASE AGREEMENT THIS AGREEMENT is entered into with effect from the Effective Date (as defined in the Schedule 1) between the Vendor (as defined in the Schedule 1), as seller, the Purchaser (as defined in the Schedule 1), as buyer, and the Fee Earner (as defined in the Schedule 1) (the “Agreement”). WHEREAS: (A) The Vendor legally and bene |
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| July 8, 2021 |
COSG / Cosmos Group Holdings Inc. / Chan Man Chung - SC 13D Activist Investment SC 13D 1 cosmossc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* COSMOS GROUP HOLDINGS, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 221411200 (CUSIP Number) Level 7, K11 Atelier Victoria Dockside, 18 Salisbury Road Tsim Sha Tsui, Hong Kon |
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| June 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| June 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) June 28, 2021 Cosmos Group Holdings, Inc. |
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| June 29, 2021 |
EX-21 2 cosmosex21.htm EX-21 EXHIBIT 21 LIST OF SUBSIDIARIES Company Name Place/Date of Incorporation Issued Capital Principal Activities Lee Tat International Holdings Limited British Virgin Islands 50,000 shares Holding company Lee Tat Transportation International Limited Hong Kong 10,000 shares Logistic and delivery company |
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| June 25, 2021 |
EXHIBIT 24 POWER OF ATTORNEY The undersigned directors and officers of Cosmos Group Holdings, Inc. |
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| June 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54288 COSMOS GROUP HOLDINGS INC. (E |
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| June 25, 2021 |
EXHIBIT 21 SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of issued/ registered share capital Effective interest held Lee Tat International Holdings Limited British Virgin Islands Investment holding 50,000 shares at US$1 each 100 % Lee Tat Transportation International Limited Hong Kong Logistic and delivery 10,000 ordinary |
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| June 25, 2021 |
EX-4.2 2 cosmosex42.htm EX-4.2 EXHIBIT 4.2 DESCRIPTION OF SECURITIES The following is a description of the material provisions of our capital stock, as well as other material terms of our Amended and Restated Articles of Incorporation and Bylaws. We refer you to our Amended and Restated Articles of Incorporation, as amended, and Bylaws, copies of which have been filed as exhibits to this report. C |
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| June 17, 2021 |
EX-10 2 cosmosex10.htm EX-10 EXHIBIT 10 SHARE EXCHANGE AGREEMENT THIS SHARE EXCHANGE AGREEMENT (the “Agreement”) dated as of June 3, 2021, is entered into by and among Cosmos Group Holding Inc., a Nevada corporation (“Cosmos”), and Massive Treasure Limited, a British Virgin Island corporation (“Massive Treasure”), and the shareholders of Massive Treasure listed on Annex A to this Agreement (each, |
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| June 17, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) June 17, 2021 Cosmos Group Holdings, Inc. |
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| June 16, 2021 |
Financial Statements and Exhibits, Changes in Control of Registrant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) June 14, 2021 Cosmos Group Holdings, Inc. |
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| June 16, 2021 |
SC 14F1 1 cosmsc14f1.htm SC 14F1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 14F-1 Information Statement Pursuant to Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 Promulgated Thereunder Date of Report (Date of earliest event reported) June 16, 2021 Cosmos Group Holdings, Inc. .(Exact name of registrant as specified in its charter) Nevada 000 |
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| June 16, 2021 |
EX-10 2 cosmosex10.htm EX-10 EXHIBIT 10 THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY OTHER FEDERAL OR STATE REGULATORY AUTHORITY. THE SHARES BEING SOLD HEREBY ARE SPECULATIVE AND INVOLVE A HIGH DEGREE OF RISK. THE SALE PRICE WAS DETERMINED ARBITRARILY BY THE SELLERS AND BEARS NO RELATIONSHIP TO THE ASSETS, EARNINGS, BOOK VALUE, CURRENT OR |
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| June 15, 2021 |
EXHIBIT 21 LIST OF SUBSIDIARIES Company Name Place/Date of Incorporation Issued Capital Principal Activities Lee Tat International Holdings Limited British Virgin Islands 50,000 shares Holding company Lee Tat Transportation International Limited Hong Kong 10,000 shares Logistic and delivery company |
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| June 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q 10-Q 1 cosmos10q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC |
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| January 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) January 25, 2021 Cosmos Group Holdings, Inc. |
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| August 17, 2020 |
10-Q 1 cosmos10q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. (Ex |
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| August 13, 2020 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number SEC File Number CUSIP Number 3235-0058 000-55793 221411101 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2020 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ |
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| July 7, 2020 |
Quarterly Report - FORM 10-Q/A 10-Q/A 1 cosg10qa.htm FORM 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q AMENDMENT NO. 1 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2020 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file |
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| June 29, 2020 |
EXHIBIT 21 LIST OF SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of issued/ registered share capital Effective interest held Lee Tat International Holdings Limited British Virgin Islands Investment holding 50,000 shares at US$1 each 100% Lee Tat Transportation International Limited Hong Kong Logistic and delivery 10,000 ordinary shares for HK$10,000 100% Cosmos Robotor Holdings Limited British Virgin Islands Investment holding 50,000 shares at US$0. |
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| June 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2020 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| May 26, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) May 21, 2020 Cosmos Group Holdings, Inc. |
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| May 19, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) May 18, 2020 Cosmos Group Holdings, Inc. |
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| May 14, 2020 |
Annual Report - FORM 10-K AMENDMENT 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K AMENDMENT NO. 1 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54288 COSMOS GROUP |
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| May 4, 2020 |
8-K 1 cosg8-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) April 30, 2020 Cosmos Group Holdings, Inc. .(Exact name of registrant as specified in its charter) Nevada 000-54288 22-3617931 (State or other jurisdiction of |
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| April 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) April 30, 2020 Cosmos Group Holdings, Inc. |
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| April 29, 2020 |
EXHIBIT 4.2 DESCRIPTION OF SECURITIES The following is a description of the material provisions of our capital stock, as well as other material terms of our Amended and Restated Articles of Incorporation and Bylaws. We refer you to our Amended and Restated Articles of Incorporation, as amended, and Bylaws, copies of which have been filed as exhibits to this report. Common Stock We are authorized t |
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| April 29, 2020 |
EXHIBIT 21 SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of issued/ registered share capital Effective interest held Lee Tat International Holdings Limited British Virgin Islands Investment holding 50,000 ordinary shares at US$1 each 100% Lee Tat Transportation International Limited Hong Kong Logistic and delivery 10,000 ordinary shares for HK$10,000 100% Cosmos Robotor Holdings Limited British Virgin Islands Investment holding 50,000 ordinary shares at US$0. |
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| April 29, 2020 |
EXHIBIT 24 POWER OF ATTORNEY The undersigned directors and officers of Cosmos Group Holdings, Inc. |
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| April 29, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54288 COSMOS GROU |
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| March 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 30, 2020 COSMOS GROUP HOLDINGS, INC. |
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| March 27, 2020 |
COSG / Cosmos Group Holdings Inc. NT 10-K - - NOTICE OF LATE FILING NT 10-K 1 cosmosnt10k.htm NOTICE OF LATE FILING United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number 3235-0058 SEC File Number 000-55793 CUSIP Number 221411101 (Check one): √ Form 10-K Form 20-F Form 11-K Form 10-Q Form 10-D Form N-CEN Form N-CSR For Period Ended: December 31, 2019 Transition Report on Form 10 |
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| December 31, 2019 |
8-K 1 cosmos8k-123019.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 30, 2019 (December 30, 2019) COSMOS GROUP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55793 22-3617931 ( |
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| December 27, 2019 |
Exhibit 10.1 SUPPLY AND SERVICE AGREEMENT THIS AGREEMENT (the "Agreement") dated this 24th December 2019, by and between (1) Cosmos Group Holdings, Inc., a Nevada corporation (“COSG”, as the “Grantee”), (2) Hong Kong Healthtech Limited, a limited liability company organized under the laws of Hong Kong (“HKHL”), (3) 深圳傅正勤教育科技有限公司Shenzhen Fu Zheng Qin Education Technology Limited (formerly known as |
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| December 27, 2019 |
Exhibit 10.2 Termination Agreement This Termination Agreement ("Agreement") is effective as of 27th December, 2019 ("Effective Date"), Cosmos Group Holdings, Inc., a Nevada corporation (“COSG”), on the one hand, and Hong Kong Healthtech Limited, a limited liability company organized under the laws of Hong Kong (“HKHL”), 深圳傅正勤教育科技有限公司Shenzhen Fu Zheng Qin Education Technology Limited (formerly know |
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| December 27, 2019 |
Exhibit 10.1 Termination Agreement This Termination Agreement ("Agreement") is effective as of 27th December, 2019 ("Effective Date"), by and among Cosmos Group Holdings, Inc., a Nevada corporation (“COSG” or the “Company”), on the one hand, and Hong Kong Healthtech Limited, a limited company organized under the laws of Hong Kong (“HKHL”) and each of the undersigned parties (each, an “Investor,” a |
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| December 27, 2019 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 cosmos8k.htm FORM 8-K 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): December 27, 2019 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdictio |
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| December 27, 2019 |
EX-10.1 2 cosmosex1001.htm SUPPLY AND SERVICE AGREEMENT Exhibit 10.1 SUPPLY AND SERVICE AGREEMENT THIS AGREEMENT (the "Agreement") dated this 24th December 2019, by and between (1) Cosmos Group Holdings, Inc., a Nevada corporation (“COSG”, as the “Grantee”), (2) Hong Kong Healthtech Limited, a limited liability company organized under the laws of Hong Kong (“HKHL”), (3) 深圳傅正勤教育科技有限公司Shenzhen Fu Zh |
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| December 27, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): December 24, 2019 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdiction of incorporation) (Commiss |
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| December 26, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): December 24, 2019 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdiction of incorporation) (Commiss |
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| November 15, 2019 |
Exhibit 21 LIST OF SUBSIDIARIES Company Name Place/Date of Incorporation Issued Capital Principal Activities Lee Tat International Holdings Limited British Virgin Islands 50,000 shares Holding company Lee Tat Transportation International Limited Hong Kong 10,000 shares Logistic and delivery company Cosmos Robotor Holdings Limited British Virgin Islands 50,000 shares Holding company AiTeach Interna |
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| November 15, 2019 |
Exhibit 10.12 November 12th, 2019 Dear Ms Wan, Cancellation Letter I write to inform you that the Consultancy Agreement between me and Cosmos Group Holdings, Inc. (the "Company") dated July 19th, 2019 (the "Contract" ) is hereby cancelled with effect from July 20th, 2019 and the 1,074,647 shares of the Company's common under my name shall be transferred back to the Company. The original share cert |
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| November 15, 2019 |
COSG / Cosmos Group Holdings Inc. 10-Q - Quarterly Report - FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| November 14, 2019 |
COSG / Cosmos Group Holdings Inc. NT 10-Q - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [] Form 10-K [] Form 20-F [] Form 11-K [X] Form 10-Q [] Form N-SAR [] N-CSR For Period Ended: September 30, 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 |
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| August 14, 2019 |
Exhibit 21 LIST OF SUBSIDIARIES Company Name Place/Date of Incorporation Issued Capital Principal Activities Lee Tat International Holdings Limited British Virgin Islands 50,000 shares Holding company Lee Tat Transportation International Limited Hong Kong 10,000 shares Logistic and delivery company Cosmos Robotor Holdings Limited British Virgin Islands 50,000 shares Holding company* AiTeach Intern |
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| August 14, 2019 |
COSG / Cosmos Group Holdings Inc. 10-Q - Quarterly Report - QUARTERLY REPORT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| July 19, 2019 |
EX-10.7 14 cosmosex1007.htm EMPLOYMENT AGREEMENT - KAI CHI WONG Exhibit 10.7 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made effective as of July 19, 2019 (the “Effective Date”, by and between Cosmos Group Holdings, Inc., a Nevada corporation (the “Company”), and Kai Chi WONG (the “Executive”). RECITALS WHEREAS, the Company is engaged in the Artificial Intelligence Educat |
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| July 19, 2019 |
Exhibit 10.6 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made effective as of July 19, 2019 (the “Effective Date”, by and between Cosmos Group Holdings, Inc., a Nevada corporation (the “Company”), and Wing Lok Jonathan SO (the “Executive”). RECITALS WHEREAS, the Company is engaged in the Artificial Intelligence Education Business (the “Business”); WHEREAS, the Company desi |
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| July 19, 2019 |
EX-10.9 16 cosmosex1009.htm CONSULTING AGREEMENT - HUNG-YI HUNG Exhibit 10.9 CONSULTING AGREEMENT THIS AGREEMENT ("Agreement") is executed this 19th day of July 2019, by and between Cosmos Group Holdings, Inc.., a corporation organized under the laws of Nevada (“Company”), and Hung-Yi HUNG ("Consultant"). RECITALS WHEREAS, the Company desires to engage Consultant, and the Consultant desires to pro |
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| July 19, 2019 |
EX-10.3 10 cosmosex1003.htm MEMORANDUM OF UNDERSTANDING Exhibit 10.3 合作备忘录 Memorandum of Understanding 本合作备忘录由环球机械智能集团有限公司（其注册办事处设于香港湾仔庄士敦道181号大有大厦13楼1311室，「CR」）及深圳市李唐电子有限公司（其注册办事处设于深圳市龙华新区和平路鹏华香域花园2栋707室，「LT」）于2019年7月2日订立(「本合作备忘录」)。 The Memorandum of Understanding is entered into on 2nd July, 2019 between Cosmos Robotor Holdings Limited having its registered office at Room 1311, Tai Yu Building, |
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| July 19, 2019 |
Exhibit 10.8 July 19, 2019 Dear Mr. CHEUNG Koon Wing Employment Agreement of YIP Tze Wai Albert We refer to the Employment Agreement between Cosmos Group Holdings, Inc. (the “Company”) and YIP Tze Wai Albert (the “Executive”) dated July 19, 2019 (the “Agreement”). This letter confirms the agreement between you as a shareholder of the Company and the Company, as follows: You will transfer up to Two |
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| July 19, 2019 |
Exhibit 10.4 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made effective as of July 19, 2019 (the “Effective Date”, by and between Cosmos Group Holdings, Inc., a Nevada corporation (the “Company”), and Yuk Chee WAN (the “Executive”). RECITALS WHEREAS, the Company is engaged in the Artificial Intelligence Education Business (the “Business”); WHEREAS, the Company desires to e |
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| July 19, 2019 |
Exhibit 10.2 INTELLECTUAL PROPERTY OWNERSHIP AND LICENSE AGREEMENT THIS INTELLECTUAL PROPERTY OWNERSHIP AND LICENSE AGREEMENT ("Agreement") effective as of July 19, 2019 (the "Effective Date"), is made between Cosmos Group Holdings, Inc., a Nevada corporation (“COSG”), on the one hand, and Hong Kong Healthtech Limited, a limited liability company organized under the laws of Hong Kong (“HKHL”), 深圳傅 |
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| July 19, 2019 |
Exhibit 10.1 SHARE EXCHANGE AGREEMENT This SHARE EXCHANGE AGREEMENT (hereinafter referred to as “this Agreement”) dated as of July 19, 2019, by and among Cosmos Group Holdings, Inc., a Nevada corporation (“COSG” or the “Company”), on the one hand, and Hong Kong Healthtech Limited, a limited company organized under the laws of Hong Kong (“HKHL”) and each of the undersigned parties (each, an “Invest |
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| July 19, 2019 |
Exhibit 10.5 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made effective as of July 19, 2019 (the “Effective Date”, by and between Cosmos Group Holdings, Inc., a Nevada corporation (the “Company”), and Tze Wai Albert YIP (the “Executive”). RECITALS WHEREAS, the Company is engaged in the Artificial Intelligence Education Business (the “Business”); WHEREAS, the Company desire |
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| July 19, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 19, 2019 COSMOS GROUP HOLDINGS, INC. |
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| July 19, 2019 |
COSG / Cosmos Group Holdings Inc. / So Wing Lok Jonathan - SCHEDULE 13 D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* COSMOS GROUP HOLDING, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 221411200 (CUSIP Number) House 1, Regent’s Park 326 Kung Um Road Yuen Long, New Territories, Hong Kong +852 9195 3838 (Name, Address and Te |
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| July 19, 2019 |
COSG / Cosmos Group Holdings Inc. / Yip Tze Wai Albert - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* COSMOS GROUP HOLDING, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 221411200 (CUSIP Number) Syndicate Capital (Asia) Limited. One IFC, Level 20, 1 Harbour View Street,Central, Hong Kong +852 3899 6638 (Name |
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| June 11, 2019 |
Exhibit 10.1 MEMORANDUM OF UNDERSTANDING This nonbinding Memorandum of Understanding (“MOU”), dated June 11, 2019, is by and among Cosmos Group Holdings, Inc., a Nevada Corporation (the “Company” or “COSG”), Koon Wing CHEUNG (“KWC”), YIP Tze Wai Albert (“AY”) and WONG Kai Chi (“HW”), (each hereinafter referred to as “Party”, collectively referred to hereinafter as the “Parties”). This nonbinding M |
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| June 11, 2019 |
8-K 1 cosg8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 11, 2019 COSMOS GROUP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55793 22-3617931 (State or other jurisdiction (Comm |
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| June 6, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 6, 2019 COSMOS GROUP HOLDINGS, INC. |
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| June 6, 2019 |
EX-10.1 2 cosmos8k-ex1001.htm MEMORANDUM OF UNDERSTANDING Exhibit 10.1 MEMORANDUM OF UNDERSTANDING This nonbinding Memorandum of Understanding (“MOU”), dated June 6, 2019, is by and between Cosmos Group Holdings, Inc., a Nevada Corporation (the “Company” or “COSG”), on the one hand, and SO Wing Lok Jonathan (“SWL”) and Hong Kong Healthtech Limited, a limited company organized under the laws of Hon |
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| May 30, 2019 |
COSG / Cosmos Group Holdings Inc. DEF 14C - - FORM DEF 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement COSMOS GROUP HOLDINGS INC. (Name of Registrant a |
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| May 22, 2019 |
8-K 1 cosmos8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 22, 2019 (May 20, 2019) COSMOS GROUP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 000-55793 22-3617931 (State or other ju |
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| May 10, 2019 |
Exhibit 21 LIST OF SUBSIDIARIES Company Name Place/Date of Incorporation Issued Capital Principal Activities Lee Tat International Holdings Limited British Virgin Islands 50,000 shares Holding company Lee Tat Transportation International Limited Hong Kong 10,000 shares Logistic and delivery company |
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| May 10, 2019 |
COSG / Cosmos Group Holdings Inc. 10-Q Quarterly Report FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| April 18, 2019 |
COSG / Cosmos Group Holdings Inc. FORM 10-K AMENDMENT (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Amendment No. 1 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54288 COSMOS GROUP |
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| March 28, 2019 |
COSG / Cosmos Group Holdings Inc. FORM 10-K (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54288 COSMOS GROU |
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| March 28, 2019 |
EXHIBIT 21 SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of issued/ registered share capital Effective interest held Lee Tat International Holdings Limited British Virgin Islands Investment holding 50,000 shares at US$1 each 100% Lee Tat Transportation International Limited Hong Kong Logistic and delivery 10,000 ordinary s |
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| March 28, 2019 |
EXHIBIT 24 POWER OF ATTORNEY The undersigned directors and officers of Cosmos Group Holdings, Inc. |
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| January 18, 2019 |
Form of Director Retainer Agreement Exhibit 10.1 COSMOS GROUP HOLDINGS INC. DIRECTOR RETAINER AGREEMENT THIS DIRECTOR RETAINER AGREEMENT (“Agreement”) is entered into by and between Cosmos Group Holdings, Inc., a Nevada corporation (“Corporation”) and Chio Meng LEUNG (“Director”) as of January 14, 2019. WHEREAS, Director has been duly appointed or elected as an independent director of the Corporation in accordance with the Corporati |
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| January 18, 2019 |
8-K/A 1 cosmos8ka-011719.htm FORM 8-K AMENDMENT 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO 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): January 14, 2019 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-5579 |
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| January 15, 2019 |
Form of Director Retainer Agreement Exhibit 10.1 COSMOS GROUP HOLDINGS INC. DIRECTOR RETAINER AGREEMENT THIS DIRECTOR RETAINER AGREEMENT (“Agreement”) is entered into by and between Cosmos Group Holdings, Inc., a Nevada corporation (“Corporation”) and Choi Meng LEUNG (“Director”) as of January 14, 2019. WHEREAS, Director has been duly appointed or elected as an independent director of the Corporation in accordance with the Corporati |
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| January 15, 2019 |
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): January 14, 2019 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdiction of incorporation) (Commissi |
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| November 14, 2018 |
Exhibit 21 LIST OF SUBSIDIARIES Company Name Place/Date of Incorporation Issued Capital Principal Activities Lee Tat International Holdings Limited British Virgin Islands 50,000 shares Investment holding Lee Tat Transportation International Limited Hong Kong 10,000 shares Logistic and delivery company |
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| November 14, 2018 |
COSG / Cosmos Group Holdings Inc. FORM 10-Q (Quarterly Report) 10-Q 1 cosmos10q-093018.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 |
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| October 10, 2018 |
Exhibit 10.1 DATE: THE 17TH DAY OF SEPTEMBER 2018 Cosmos Group Holdings Inc. (as the Vendor) and GUAN, LILUN (as the Purchaser) AGREEMENT FOR SALE AND PURCHASE OF SHARES IN COSG INTERNATIONAL HOLDINGS LIMITED 1 THIS AGREEMENT is made on the 17th day of September 2018 BETWEEN: (1) Cosmos Group Holdings Inc., business identification no. NV19871030667, a company incorporated under the laws of United |
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| October 10, 2018 |
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 17, 2018 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdiction of incorporation) (Commis |
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| August 16, 2018 |
COSG / Cosmos Group Holdings Inc. FORM 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| August 16, 2018 |
Exhibit 21 LIST OF SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of issued/ registered share capital Effective interest held Lee Tat International Holdings Limited British Virgin Islands Investment holding 50,000 shares at US$1 each 100% Lee Tat Transportation International Limited Hong Kong Logistic and delivery 10,000 or |
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| August 14, 2018 |
COSG / Cosmos Group Holdings Inc. NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [] Form 10-K [] Form 20-F [] Form 11-K [X] Form 10-Q [] Form N-SAR [] N-CSR For Period Ended: June 30, 2018 [] 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-SA |
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| July 17, 2018 |
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): July 15, 2018 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdiction of incorporation) (Commission |
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| May 30, 2018 |
Exhibit 10.1 Loan Agreement Ref.: 2018年獅字第10183000號 口 This agreement is a specific agreement under the "credit agreement" with the serial number of (If applicable, please make a “√”on the ☐) Lender: China Merchants Bank Co., Ltd. - Foshan Branch (the “Party A”) Main person in charge: Yang Fade Borrower: Foshan Cosmos Xi Yue Car Rental Company Limited (the “Party B”) Legal representative/Main perso |
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| May 30, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to 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 February 27, 2018 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdiction of incorp |
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| May 30, 2018 |
Exhibit 10.2 Collateral Agreement Number: 2018 年獅字第ZY101830000號 Pledgee: China Merchants Bank Co., Ltd. - Foshan Branch (hereinafter referred to as “Party A”) Principal person in charge: Yang Fade Pledgor (for a legal representative or other organization): Foshan Cosmos Xi Yue Car Rental Company Limited (hereinafter referred to as “Party B”) Collectively referred to as “Parties”. Legal representat |
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| May 29, 2018 |
Exhibit 10.1 Loan Agreement Ref.: 2018年獅字第10183000號 口 This agreement is a specific agreement under the "credit agreement" with the serial number of (If applicable, please make a “√”on the ☐) Lender: China Merchants Bank Co., Ltd. - Foshan Branch (the “Party A”) Main person in charge: Yang Fade Borrower: Foshan Cosmos Xi Yue Car Rental Company Limited (the “Party B”) Legal representative/Main perso |
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| May 29, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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 February 27, 2018 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdiction of incorporation) (Commissio |
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| May 29, 2018 |
Exhibit 10.2 Collateral Agreement Number: 2018 年獅字第ZY101830000號 Pledgee: China Merchants Bank Co., Ltd. - Foshan Branch (hereinafter referred to as “Party A”) Principal person in charge: Yang Fade Pledgor (for a legal representative or other organization): Foshan Cosmos Xi Yue Car Rental Company Limited (hereinafter referred to as “Party B”) Collectively referred to as “Parties”. Legal representat |
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| May 14, 2018 |
Exhibit 21 LIST OF SUBSIDIARIES Company Name Place/Date of Incorporation Issued Capital Principal Activities Lee Tat International Holdings Limited British Virgin Islands 50,000 shares Holding company Lee Tat Transportation International Limited Hong Kong 10,000 shares Logistic and delivery company COSG International Holdings Limited British Virgin Islands 10,000 shares Holding company COSG Car International Limited Hong Kong 10,000 shares Corporate Foshan Cosmos Xi Yue Car Rental Limited P. |
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| May 14, 2018 |
COSG / Cosmos Group Holdings Inc. QUARTERLY REPORT (Quarterly Report) 10-Q 1 cosmos10q-033118.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HO |
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| April 17, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): January 20, 2018 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdiction of incorporation) (Commissi |
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| April 17, 2018 |
Exhibit 10.1 Car Rental Collaboration Agreement Party A: COSG Car International Limited Hong Kong Business Registration Certificate No.: 66748537 Address: Room 1309-11, 13th Floor, Tai Yau Building, No. 181 Johnston Road, Wanchai, Hong Kong Party B: 佛山市喜越益汽車租賃有限公司 Foshan YY Car Rental Limited Unified Social Credit Identifier: 91440600MA4UPWM72G Address: Shop No. 105-109, 1/F & Shop No. 201-208, 21 |
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| April 12, 2018 |
8-K 1 cosmos8k.htm FORM 8-K 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): April 12, 2018 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdiction o |
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| March 23, 2018 |
EXHIBIT 21 SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of issued/ registered share capital Effective interest held Cosmo Group International Holdings Limited British Virgin Islands Investment holding 50,000 shares at US$1 each 100% Lee Tat Transportation International Limited Hong Kong Logistic and delivery 10,000 ordina |
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| March 23, 2018 |
COSG / Cosmos Group Holdings Inc. FORM 10-K (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54288 COSMOS GROU |
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| March 23, 2018 |
Exhibit 24 POWER OF ATTORNEY The undersigned directors and officers of Cosmos Group Holdings, Inc. |
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| March 20, 2018 |
Exhibit 10.2 E-commerce Strategic Cooperation Agreement Party A: 佛山天元喜越汽车租赁有限公司 “Party A” Contact Person: PENG, Huanting Address: 佛山市三水区西南街道碧堤 8 号雅怡居五座 104 商铺 2 Party B: Foshan Shen Fan Technology Limited 佛山申帆科技有限公司 “Party B” Contact Person: YU, Guanwu Address: 佛山市南海大沥镇桂江路兴美有色金属有限公司 1 号办公楼 Collectively referred to as the “Parties” or individually as a “Party”. Party A and Party B would like to coo |
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| March 20, 2018 |
Cosmos Group Holdings Inc. Announces Cooperation with Foshan Shen Fan Technology Limited Exhibit 99.1 FOR IMMEDIATE RELEASE Cosmos Group Holdings Inc. Announces Cooperation with Foshan Shen Fan Technology Limited March 19, 2018 – [Hong Kong, S.A.R] Cosmos Group Holdings Inc. (COSG), a specialty commercial logistic company, today announced a strategic cooperation with Foshan Shen Fan Technology Limited (Foshan Technology), a boutique O2O servicing company. During the fourth quarter of |
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| March 20, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): February 9, 2018 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdiction of incorporation) (Commissi |
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| March 20, 2018 |
Exhibit 10.1 COSG Car APP Promotion and Membership Management Collaboration Agreement Party A: 佛山天元喜越汽车租赁有限公司 “Party A” Contact Person: PENG, Huanting Address: 佛山市三水區西南街道碧堤 8號雅怡居五座 104 商鋪 2 Party B: Foshan Shen Fan Technology Limited 佛山申帆科技有限公司 “Party B” Contact Person: YU, Guanwu Address: 佛山市南海大沥镇桂江路兴美有色金属有限公司 1 号办公楼 Collectively referred to as the “Parties” or individually as a “Party”. Pursuant |
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| January 12, 2018 |
COSG / Cosmos Group Holdings Inc. FORM DEF 14C DEF 14C 1 cosmosdef14c-011218.htm FORM DEF 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [X] Definitive Information State |
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| January 2, 2018 |
COSG / Cosmos Group Holdings Inc. PRELIMINARY INFORMATION STATEMENT PRE 14C 1 cosmospre14c.htm PRELIMINARY INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ] Definitive Inf |
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| November 14, 2017 |
COSG / Cosmos Group Holdings Inc. FORM 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| November 14, 2017 |
Exhibit 21.1 LIST OF SUBSIDIARIES Company Name Place/Date of Incorporation Issued Capital Principal Activities Cosmos Group International Holdings Limited British Virgin Islands 50,000 shares Holding company Lee Tat Transportation International Limited Hong Kong 10,000 shares Logistic and delivery company Asia Cosmos Group (Hong Kong) Limited Hong Kong 10,000 shares Corporate |
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| November 3, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO 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): November 1, 2017 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdiction of incor |
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| November 1, 2017 |
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): November 1, 2017 COSMOS GROUP HOLDINGS INC. (Exact name of registrant as specified in its charter) NEVADA 000-55793 22-3617931 (State or other jurisdiction of incorporation) (Commissi |
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| August 14, 2017 |
COSG / Cosmos Group Holdings Inc. FORM 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-55793 COSMOS GROUP HOLDINGS INC. |
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| August 14, 2017 |
Exhibit 21 LIST OF SUBSIDIARIES Company Name Place/Date of Incorporation Issued Capital Principal Activities Cosmos Group International Holdings Limited British Virgin Islands 50,000 shares Holding company Lee Tat Transportation International Limited Hong Kong 10,000 shares Logistic and delivery company Asia Cosmos Group (Hong Kong) Limited Hong Kong 10,000 shares Corporate |
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| August 3, 2017 |
COSG / Cosmos Group Holdings Inc. / Wan Miky Y.c. - SCHEDULE 13D Activist Investment Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* COSMOS GROUP HOLDINGS INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 78637 Q208 (CUSIP Number) Asia Cosmos Group Limited Miky Y.C. Wan c/o Cosmos Group Holdings Inc. Rooms 1309-11, 13th Floor, Ta |
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| August 3, 2017 |
COSG / Cosmos Group Holdings Inc. / Cheung Koon Wing - SCHEDULE 13D Activist Investment SC 13D 1 cheungsc13d.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* COSMOS GROUP HOLDINGS INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 78637 Q208 (CUSIP Number) Koon Wing Cheung c/o Cosmos Group Holdings Inc. Rooms 1309-11, 13th Floor, |
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| July 31, 2017 |
Exhibit 10.2 Transportation Service Contract This Contract is made between Service User : Lee Tat Transportation International Limited (“Party A”) Service Provider : Suzhou Hexie Yuantong Logistic Company Limited (“Party B”) WHEREAS Party B has broad international vision and experience of overseas freight carrier services and Party A is preparing to start its China's cross-border logistics deliver |
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| July 31, 2017 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 COSMOS GROUP HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Nevada 22-3617931 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Orga |
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| July 31, 2017 |
CHEN-DRAKE LAW GROUP, P.C. 8491 Sunset Blvd., Suite 368 W. Hollywood, CA 90069 (310) 358-0104 (t); 888-896-7763 (f) www.chendrakelaw.com July 28, 2017 VIA FACSIMILE United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Justin Dobbie, Legal Branch Chief Susan Block, Staff Attorney Beverly Singleton, Staff Accountan |
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| July 7, 2017 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 /A (Amendment No. 1) GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 COSMOS GROUP HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Nevada 22-3617931 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or |
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| July 7, 2017 |
CHEN-DRAKE LAW GROUP, P.C. 8491 Sunset Blvd., Suite 368 W. Hollywood, CA 90069 (310) 358-0104 (t); 888-896-7763 (f) www.chendrakelaw.com July 7, 2017 VIA FACSIMILE United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Justin Dobbie, Legal Branch Chief Susan Block, Staff Attorney Beverly Singleton, Staff Accountant |
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| May 23, 2017 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 COSMOS GROUP HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Nevada 22-3617931 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identi |
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| May 23, 2017 |
Articles of Incorporation and Certificate of Amendment to Articles of Incorporation (1) Exhibit 3.1 BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701-4201 (775) 684-5708 Website: www.nvsos.gov Filed in the office of Document Number 20160087679-66 Certificate of Amendment /s/ Barbara K. Cegavske Filing Date and Time (PURSUANT TO NRS 78.385 and 78.390) Barbara K. Cegavske 02-26-2016 11:20AM Secretary of State Entity Number State of Nevada C6267-19 |
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| May 23, 2017 |
Specimen certificate evidencing shares of Common Stock Exhibit 4.1 1 The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM ? as tenants in common UNIF GIFT MIN ACT ? Custodian TEN ENT? as tenants by the entireties (Gust) (Minor) under Uniform Gifts to Minors JT TEN ? as joint tenants with right of survivo |
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| May 23, 2017 |
Exhibit 21 LIST OF SUBSIDIARIES Company Name Place/Date of Incorporation Issued Capital Principal Activities Cosmos Group International Holdings Limited British Virgin Islands 50,000 shares Holding company Lee Tat Transportation International Limited Hong Kong 10,000 shares Logistic and delivery company Asia Cosmos Group (Hong Kong) Limited Hong Kong 10,000 shares Corporate |
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| May 23, 2017 |
Exhibit 10.2 Employment Agreement Name of Employer : Lee Tat Transportation International Limited Address of Employer : 2/F & Roof, 52 Chan Uk Po, Sheung Shui, N.T., H.K. Name of Employee : Cheung Koon Wing Address of Employee : G/F & 1/F, 52 Chan Uk Po, Sheung Shui, N.T., H.K. This employment agreement effective as of the 01st January, 2015 between Lee Tat Transportation International Limited (Em |
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| May 23, 2017 |
Exhibit 10.1 Lee Tat Transportation Service Contract This Contract is made between Service User : Shanghai Yunda Cargo Co., Ltd. (?Party A?) Service Provider : Lee Tat Transportation International Ltd. (?Party B?) WHEREAS Party B has broad international vision and experience of overseas freight carrier services and Party A is preparing to start its China's cross-border logistics delivery business, |
