Exhibit 3.01
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 18, 2020 (September 17, 2020)
Moxian, Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 001-37902 | 27-3729742 | ||
(state or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
Units B & C, 9/F, Block D Fuhua Tower 8 Chaoyangmen North Street Dongcheng District,
Beijing 100027 Peoples’ Republic of China
(address of principal executive offices) (zip code)
Tel: +86 (010) 5332 0602
(registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered | ||
| Common Stock | MOXC | Nasdaq Capital Market |
| Item 3.01 | NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OR LISTING. |
As previously disclosed, on March 20, 2020, Moxian, Inc. (the “Registrant”) received a letter from NASDAQ notifying the Registrant that for the last 30 consecutive business days prior to the date of the letter, the market value of the Registrant’s listed securities were less than $35 million, which did not meet the requirement for continued listing on The Nasdaq Capital Market, as required by Listing Rule 5550(b)(2) (the “Market Value Rule”). In accordance with Nasdaq Listing Rule 5810(c)(3)(C), Nasdaq provided the Registrant with 180 calendar days, or until September 16, 2020, to regain compliance with the Market Value Rule.
On September 17, 2020, the Registrant received a letter from NASDAQ (the “September Letter”) notifying the Registrant that Nasdaq has determined that for the last 14 consecutive business days, from August 27 to September 16, 2020, the Registrant’s market value of listed securities has been $35,000,000 or greater. Accordingly, the Company has regained compliance with the Market Value Rule, and this matter has now been closed by Nasdaq.
Nasdaq Listing Rule 5810(b) requires that the Registrant promptly disclose receipt of the September Letter. The Registrant is filing this Current Report on Form 8-K for the purpose of satisfying Nasdaq’s disclosure requirement.
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
| Exhibit No. | Description | |
| 3.01 | CM MV Listed Companies Compliance Letter |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MOXIAN, INC. | ||
| Date: September 18, 2020 | By: | /s/ Hao Qinghu |
| Name: | Hao Qinghu | |
| Title: | Chief Executive Officer | |
Exhibit 3.01