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):
June 17, 2019
AB International
Group Corp.
(Exact name of registrant as specified in its
charter)
| Nevada |
000-55979 |
37-1740351 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
|
16th Floor, Rich Towers, 2 Blenheim Avenue
Tsim Sha Tsui, Kowloon, Hong Kong |
________ |
| (Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (852)
2622-2891
|
______________________
(Former name or former address, if changed since
last report) |
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:
| [ ] |
Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425) |
| |
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| [ ] |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| [ ] |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| [ ] |
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 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 [X]
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. [ ]
SECTION 3 – Securities and Trading Markets
Item 3.03 Material Modification of Rights of Security Holders
Our majority shareholders
and our board of directors approved an amendment to our Articles of Incorporation for the purpose of approving a reverse split
of one to fifty in which each shareholder will be issued one common share in exchange for every fifty common shares of their currently
issued common stock.
Prior to approval of
the reverse split we had a total of 177,100,000 issued and outstanding shares of common stock, par value $0.001. On the effective
date of the reverse split, we will have a total of to 3,542,000 issued and outstanding shares of common stock, par value $0.001.
New stock certificates will be issued upon surrender of the shareholders’ old certificates.
A copy of the Certificate
of Change that was filed with the Nevada Secretary of State on May 31, 2019 is attached hereto as Exhibit 3.1 and is incorporated
by reference herein.
In connection with the
reverse split, we have the following new CUSIP number: 00083U202. We have submitted the required information to FINRA and received
an effective date of June 17, 2019. Our common stock will be quoted under the symbol “ABQQD” for a period of 20 trading
days. After 20 trading days, our common stock will trade under the symbol “ABQQ.”
SECTION 5 – Corporate Governance and Management
Item
5.03 Amendments to Articles of Incorporation or Bylaws
The disclosures set forth in Item 3.03 are
incorporated by reference into this Item 5.03.
SECTION 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AB International Group Corp.
/s/ Chiyuan Deng
Chiyuan Deng
Chief Executive Officer
Date: June 18, 2019
BARBARA
K. CEGAVSKE