TORtec Group Corp. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2023-04-11: Form 8-K; Period of report 2023-04-10; Description 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; Details 2.01.
- 2023-03-22: Form 8-K; Period of report 2023-03-20; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
- 2021-03-25: Form 8-K; Period of report 2021-03-06; Description 2.01 Completion of Acquisition or Disposition of Assets; 5.07 Submission of Matters to a Vote of Security Holders; 5.08 Shareholder Director Nominations; Details 2.01.
- 2020-11-27: Form 8-K; Period of report 2020-11-27; Description 5.08 Shareholder Director Nominations; Details 5.08.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2023-04-11 | 8-K | 2023-04-10 | 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities | 2.01 On March 20, 2023, TORtec Group Corporation (the “Company”) entered into a Share Exchange Agreement (the “Agreement”) with Mid-Cal Ag Aviation Inc., a California corporation (“Mid-Cal”) and all of the shareholders of Mid-Cal, pursuant to which the Company acquired 100% of the issued and outstanding shares of common stock of Mid-Cal. 3.02 one (1) share of Mid-Cal common stock issued and outstanding. | kcurrentreport41023.htm |
| 2023-03-22 | 8-K | 2023-03-20 | 1.01 Entry into a Material Definitive Agreement | 1.01 On March 20, 2023, the Company entered into a Share Exchange Agreement with Mid-Cal Ag Aviation Inc. (“Mid-Cal”), a California corporation, and the shareholders of Mid-Cal pursuant to which the Company has agreed to acquire 100% ownership of the outstanding shares of Mid-Cal stock in exchange for issuing a total of 1,000,000 shares of the Company’s common stock to be issued to the shareholders of Mid-Cal. | currentreport8-k32023.htm |
| 2021-03-25 | 8-K | 2021-03-06 | 2.01 Completion of Acquisition or Disposition of Assets; 5.07 Submission of Matters to a Vote of Security Holders; 5.08 Shareholder Director Nominations | 2.01 On March 22, 2021 TORtec Group Corporation (“Company”) entered into a Debt Conversion Agreement with Capital Vario CR S.A. (“Lender”) to transfer and transfer and assign 100% of the Company’s interest in TORtec Group, a wholly-owned subsidiary of the Company, and all other assets of the Company to Capital Vario CR S.A.in complete and final settlement of the Company’s debts owed to Capital Vario of $450,000. 5.07 Submission of Matters to a Vote of Shareholders. 5.08 Shareholder Director Nominations. | f8-kannuals-hmtgtgc03-20-202.htm |
| 2020-11-27 | 8-K | 2020-11-27 | 5.08 Shareholder Director Nominations | 5.08 Shareholder Director Nominations. | f202011-27tgc8-kreannuals-hm.htm |
| 2020-11-10 | 8-K | 2020-11-09 | 5.08 Shareholder Director Nominations | 5.08 Shareholder Director Nominations. | f202011-10tgc8-krespecials-h.htm |
| 2020-10-27 | 8-K | 2020-10-21 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | f202010-27tgc8-kresmidtresig.htm |
| 2020-06-09 | 8-K | 2020-06-06 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective June 6, 2020, the Board of Directors of TORtec Group Corporation (the “Company”) appointed Asael T. Sorensen, Jr. as a Director of the Company to fill the vacancy created by the resignation of Mayrbek Artsuev. | f12941form8-kcurrentreport6-.htm |
| 2020-05-27 | 8-K | 2020-05-22 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On May 22, 2020, Mayrbek Artsuev resigned as a director of TORtec Group Corporation (the “Company”). | f1293.htm |
| 2020-04-08 | 8-K | 2020-03-31 | 8.01 Other Events | 8.01 As previously reported in the Quarterly Reports of TORtec Group Corporation (the “Company”) on Form 10-Q for the periods ended June 30, September 30 and December 31, 2019, the Company sold 15,000 shares of its common stock for cash proceeds of $150,000 on May 31, 2019. | f8-k3-31-20.htm |
| 2019-05-31 | 8-K/A | 2019-05-20 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 On May 22, 2019, the Company entered into a Share Exchange Agreement with TORtec Central Asia, a Wyoming corporation, and the sole shareholder of TORtec Central Asia pursuant to which the Company has agreed to acquire 100% ownership of the outstanding shares of TORtec Central Asia stock in exchange for issuing 2,000,000 shares of the Company’s common stock to be issued to the sole shareholder of TORtec Central Asia. 5.02 Effective May 23, 2019, the Board of Directors of TORtec Group Corporation (the “Company”) appointed Mayrbek Artsuev as a Director of the Company and Merdan Atayev as a Vice President of the Company. | f8-ka-1currentreport5-22-19.htm |
| 2019-05-29 | 8-K | 2019-05-22 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 On May 22, 2019, the Company entered into a Share Exchange Agreement with TORtec Central Asia, a Wyoming corporation, and the sole shareholder of TORtec Central Asia pursuant to which the Company has agreed to acquire 100% ownership of the outstanding shares of TORtec Central Asia stock in exchange for issuing 2,000,000 shares of the Company’s common stock to be issued to the sole shareholder of TORtec Central Asia. 5.02 Effective May 23, 2019, the Board of Directors of TORtec Group Corporation (the “Company”) appointed Mayrbek Artsuev as a Director of the Company and Merdan Atayev as a Vice President of the Company. | f8-kcurrentreport5-22-19.htm |
| 2018-07-05 | 8-K | 2018-07-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective July 3, 2018, Maksim Goncharenko resigned as a director of Geo Point Resources, Inc. (the “Company”) and from all positions he held with the Company and its subsidiary, TORtec Group. | f8kcurrentreport5027318.htm |
| 2018-06-22 | 8-K/A | 2017-12-04 | 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.01 On November 22, 2017, Geo Point Resources, Inc. (the “Company”) entered into a Share Exchange Agreement (the “Agreement”) with TORtec Group, a Wyoming corporation (“TORtec”) and all of the shareholders of TORtec, pursuant to which the Company acquired 100% of the issued and outstanding shares of common stock of TORtec. 3.02 As consideration for the acquisition, the holders of the 10,000,000 shares of issued and outstanding common stock of TORtec received nine (9) shares of our common stock for each one (1) share of TORtec common stock issued and outstanding. 5.01 resulted in the issuance of 90,000,000 shares of the Company’s common stock to the former shareholders of TORtec, and a change in the officers and directors of the Company. 5.02 by the Agreement, William C. Lachmar resigned the positions he held as an officer and director of the Company, Jeffrey Brimhall resigned the positions he held as an officer of the Company, but was appointed as a new director December 4, 2017, and most of the officers and directors of TORtec were appointed as the officers and directors of the Company, with Franc Smidt, Alex Schmidt, Maksim Goncharenko, Stephen H. Smoot, and Irina Kochetkova being appointed to the Company’s Board of Directors (with Jeffrey Brimhall), and the following persons were elected as officers of the Company: Franc Smidt – Chairman of the Board of Directors, Stephen H. Smoot - President and CEO, Alex Schmidt – Vice President, and Irina Kochetkova – Secretary and Treasurer. | f8ka1currentreport12417.htm |
| 2017-12-08 | 8-K | 2017-12-04 | 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.01 On November 22, 2017, Geo Point Resources, Inc. (the “Company”) entered into a Share Exchange Agreement (the “Agreement”) with TORtec Group, a Wyoming corporation (“TORtec”) and all of the shareholders of TORtec, pursuant to which the Company acquired 100% of the issued and outstanding shares of common stock of TORtec. 3.02 As consideration for the acquisition, the holders of the 10,000,000 shares of issued and outstanding common stock of TORtec received nine (9) shares of our common stock for each one (1) share of TORtec common stock issued and outstanding. 5.01 resulted in the issuance of 90,000,000 shares of the Company’s common stock to the former shareholders of TORtec, and a change in the officers and directors of the Company. 5.02 by the Agreement, William C. Lachmar resigned the positions he held as an officer and director of the Company, Jeffrey Brimhall resigned the positions he held as an officer of the Company, but was appointed as a new director December 4, 2017, and most of the officers and directors of TORtec were appointed as the officers and directors of the Company, with Franc Smidt, Alex Schmidt, Maksim Goncharenko, Stephen H. Smoot, and Irina Kochetkova being appointed to the Company’s Board of Directors (with Jeffrey Brimhall), and the following persons were elected as officers of the Company: Franc Smidt – Chairman of the Board of Directors, Stephen H. Smoot - President and CEO, Alex Schmidt – Vice President, and Irina Kochetkova – Secretary and Treasurer. | f8kcurrentreport12417.htm |
| 2017-11-29 | 8-K | 2017-11-22 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure | 1.01 On November 22, 2017, Geo Point Resources, Inc. (the “Company”) entered into a Share Exchange Agreement (the “Agreement”) with TORtec Group, a Wyoming corporation (“TORtec”) and all of the shareholders of TORtec, pursuant to which the Company will acquire 100% of the issued and outstanding shares of common stock of TORtec. 7.01 On November 29, 2017, the Company plans to issue a press release announcing the execution of the Agreement, and the terms of the proposed acquisition. | f8kshareexchange.htm |
| 2017-08-24 | 8-K | 2017-08-24 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 Entry into a Material Definitive Agreement. 3.02 We relied on the exemptions from registration with the SEC under the Securities Act contained in Regulation S of the SEC and Section 4(a)(2) of the Securities Act and SEC Rule 506(b) promulgated thereunder for the offer and sale of shares of our common stock to Capital Vario; and Section 4(a)(2) of the Securities Act and SEC Rule 506(b) for the issuance of the additional 350,000 shares of our common stock. | f8kcurrentreportspalwb182417.htm |
| 2014-07-09 | 8-K | 2014-07-07 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 (i) On July 7, 2014, we formally informed Mantyla McReynolds, LLC (“Mantyla McReynolds”) of their dismissal as our independent registered public accounting firm. | f8kcurrentreportchangeinacco.htm |
| 2013-05-20 | 8-K | 2013-05-20 | 8.01 Other Events | 8.01 Effective on the opening of business on May 20, 2013 (the “Effective Date”), the Company effected a 1-for-30 reverse stock split of its issued and outstanding shares of common stock, par value $0.001, pursuant to which each 30 shares of the Company’s common stock were converted automatically into one share of the Company’s common stock (the “Reverse Split”). | f8kcurrentreportreversesplit.htm |
| 2013-04-22 | 8-K | 2013-04-22 | 8.01 Other Events | f8kcurrentreportrespinoffpay.htm | |
| 2013-03-01 | 8-K | 2013-02-28 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 Effective as of February 28, 2013, the Board of Directors of Geo Point Resources, Inc., a Nevada corporation (the “Company”), resolved to dismiss Hansen, Barnett & Maxwell, PC as the Company’s independent accountant. | f8kchangeinaccountant022813.htm |