SUPERBOX, INC.
A Nevada corporation
122 East 42nd Street Suite 2005
New York, NY 10168
Primary SIC code: 6719
Annual Report
For the year ended January 31, 2020
(the "Reporting Period")
As of January 31, 2020, the number of shares outstanding of our Common Stock was: 37,869,999.
As of October 31, 2019, the number of shares outstanding of our Common Stock was: 37,869,999.
As of January 31, 2021, the number of shares outstanding of our Common Stock was: 37,869,999.
Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934.): Yes: No: x
Indicate by check mark whether the company's shell status has changed since the previous reporting period:
Yes: No: x
Indicate by check mark whether a Change in Control5 of the company has occurred over this reporting period:
Yes: No: x
- "Change in Control" shall mean any events resulting in:
- Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company's then outstanding voting securities;
- The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets;
- A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or
- The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.
OTC Markets Group Inc. | Page 1 of 9 Pages |
OTC Pink Basic Disclosure Guidelines (v3 February 2021) |
- Name of the Issuer and its Predecessors (if any)
The current name of the issuer is Superbox, Inc. since August 17, 2011. The issuer has been incorporated in Nevada since July 22, 1996.
Predecessors | Date of Name Change | State of incorporation |
CURV Entertainment Group, Inc. | November 14, 2007 | Nevada |
IAMG Holdings, Inc. | April 27, 2000 | Nevada |
Home/Office Express, Inc. | January 12, 1999 | Nevada |
Green Dolphin Systems Corp. | September 2, 1999 | Nevada |
Telequipment Inc. | July 22, 1996 | Nevada |
The issuer has an active standing with the state of Nevada.
Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors.
None
Describe any trading suspension orders issued by the SEC in the past 12 Months: None
List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either anticipated or that occurred within the past 12 months: None
The address of the issuer's principal executive office:
122 East 42nd Street
Suite 2005
New York, NY 10168
The address of the issuer's principal place of business:
Check box if principal executive office and the principal place of business are the same address x
Has the issuer or any of its predecessors ever been in bankruptcy, receivership, or any proceeding in the past five years: Yes: ___ No: x
OTC Markets Group Inc. | Page 2 of 9 Pages |
OTC Pink Basic Disclosure Guidelines (v3 February 2021) |
- Security Information
Trading Symbol: SBOX
Exact title and class of securities outstanding: common
CUSIP: 86804X104
Par Value: $0.001
Total Shares Authorized: 100,000,000 as of January 31, 2020
Total Shares Issued and Outstanding: 37,869,999 as of January 31, 2020
Number of shares in the Public Float6: 37,869,999 as of January 31, 2020
Total number of shareholders of record: 182 as of January 31, 2020
All additional class(es) of publicly traded securities (if any)
None
Transfer Agent
Pacific Stock Transfer Company 6725 Via Austi Pkwy, Unit 300 Las Vegas, NV 89119 800-785-7782
Pacific Stock transfer Company is registered with the Securities and Exchange Commission as a transfer agent pursuant to Section 17A(c) of the Exchange Act of 19347.
- Issuance History
- Changes to the number of Outstanding Shares
Changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods:
There were no new issuances during fiscal years ended January 31, 2020 and January 31, 2019.
- "Public Float" shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a "control person"), or any affiliates thereof, or any immediate family members of officers, directors and control persons.
- To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.
OTC Markets Group Inc. | Page 3 of 9 Pages |
OTC Pink Basic Disclosure Guidelines (v3 February 2021) |
Number of Shares | Opening Balance: | |||||||||
outstanding as of | Common: 37,869,999 | |||||||||
January 31, 2018 | Series A Preferred: 0 | |||||||||
Date of | Transaction | Number of | Class of | Value of | Were the | Individual/ Entity | Reason for share | Restricted | Exemption or | |
Transaction | type (e.g. new | Shares | Securities | shares | shares issued | Shares were | issuance (e.g. for | or | Registration | |
issuance, | Issued (or | issued | at a discount | issued to (entities | cash or debt | Unrestricted | Type? | |||
cancellation, | cancelled) | ($/per | to market | must have | conversion) | as of this | ||||
shares returned | share) at | price at the | individual with | OR Nature of | filing? | |||||
to treasury) | Issuance | time of | voting / investment | Services Provided | ||||||
issuance? | control disclosed). | (if applicable) | ||||||||
(Yes/No) | ||||||||||
Shares | Ending Balance: | |||||||||||||
Outstanding on | ||||||||||||||
Common: 37,869,999 | ||||||||||||||
January 31, 2020: | ||||||||||||||
Series A Preferred: 0 | ||||||||||||||
B. Debt Securities, Including Promissory and Convertible Notes
Check this box if there are no outstanding promissory, convertible notes or debt arrangements: ☒
Principal | Name of Noteholder | ||||||
Amount | Conversion Terms (e.g. | (entities must have | Reason for | ||||
Date of | at | Interest | pricing mechanism for | individual with voting / | Issuance (e.g. | ||
Note | Outstanding | Issuance | Accrued | Maturity | determining conversion | investment control | Loan, Services, |
Issuance | Balance ($) | ($) | ($) | Date | of instrument to shares) | disclosed). | etc.) |
- Financial Statements
- The following financial statements were prepared in accordance with U.S. GAAP.
- The financial statements for this reporting period were prepared by David Nathan8:
Name: David Nathan
Title: Accountant
Relationship to Issuer: None
OTC Markets Group Inc. | Page 4 of 9 Pages |
OTC Pink Basic Disclosure Guidelines (v3 February 2021) |
Provide the financial statements described below for the most recent fiscal year end or quarter end. For the initial disclosure statement (qualifying for Current Information for the first time) please provide reports for the two previous fiscal years and any interim periods.
- Balance sheet;
- Statement of income;
- Statement of cash flows;
- Statement of Changes in Shareholders' Equity
- Financial notes; and
- Audit Letter, if Audited
The required financial statements are incorporated by reference to:
Annual Report - Financial Statements, period end date - January 31, 2020 posted to OTCIQ on November 15, 2021
- The financial statements requested pursuant to this item must be prepared in accordance with US GAAP or IFRS by persons with sufficient financial skills.
- Issuer's Business, Products or Services
The issuer's business, products or services is development, production and marketing of innovative technologies and solutions.
- Issuers' Facilities
The issuer's facilities are located at 122 East 42nd Street, Suite 2005, New York, NY 10168. The facilities are provided free of charge from an officer and director of the issuer.
- Officers, Directors and Control Person or Persons
Name of | Affiliation with | Residential | Number of | Share | Ownership | Note | |
Officer/Director or | Company (e.g. | Address (City / | shares | type/class | Percentage | ||
Control Person | Officer/Director/Owner | State Only) | owned | of Class | |||
of more than 5%) | Outstanding | ||||||
Andrea Piazzoli | Director, President and | Paradiso, Ticino, | 1,500,000 | Preferred | 30% | Restricted | |
Owner (30%) | Switzerland | Series A | |||||
Enrico Carlo | Control Person, Owner | Paradiso, Ticino, | 1,500,000 | Preferred | 30% | Restricted | |
Fumagalli | (30%) | Switzerland | Series A | ||||
Director, Chief Operating | Luino, Italy | 150,000 | Preferred | 3% | Restricted | ||
Giovanni Alfano | Officer | Series A | |||||
Director, Treasurer, | Ottawa, Ontario, | 500,000 | Preferred | 10% | Restricted | ||
Claudio Mirella | Owner (10%) | Canada | Series A | ||||
Hugo Winkler | Company Secretary | London, England, U.K. | -- | NA | -- | -- | |
OTC Markets Group Inc. | Page 5 of 9 Pages | ||||||
OTC Pink Basic Disclosure Guidelines (v3 February 2021) |
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SuperBox Inc. published this content on 15 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 November 2021 19:04:07 UTC.