Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
August 16 2022 - 8:08AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check
One): ☐ Form10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR
For Period Ended: June 30, 2022
| ☐ | 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-SAR |
For the Transition Period Ended: _____________________
NOTHING IN THIS FORM SHALL BE CONSTRUED TO IMPLY
THAT THE COMMISSION HAS VERIFIED ANY INFORMATION CONTAINED HEREIN.
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
PART I - REGISTRANT INFORMATION
GUSHEN, INC.
Full Name of Registrant
Former Name if Applicable
Room 513, 5th Floor, No. 5 Haiying Road,
Fengtai District
Address of Principal Executive Office (Street
and Number)
Beijing, China
City, State and Zip Code
PART II - RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort
or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)
☒ |
(a) |
The reasons described in
reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense. |
☒ |
(b) |
The subject annual report,
semi-annual report, transition report on Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof will be filed on or before
the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q,
or portion thereof will be filed on or before the fifth calendar day following the prescribed due date; and |
|
(c) |
The accountant’s
statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. |
PART III - NARRATIVE
State below in reasonable detail why Forms 10-K,
20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
(Attach Extra Sheets if Needed)
Gushen, Inc. (the "Company") has encountered
a delay in assembling the information and finalizing its Quarterly Report on Form 10-Q (the “Form 10-Q”) for the period ended
June 30, 2022, and is unable to complete such filing by the filing due date of August 15, 2022 without incurring undue hardship and
expense. In accordance with Rule 12b-25 of the Securities Exchange Act of 1934, as amended, the Company endeavors to file the Form 10-Q
no later than the fifth calendar day following the prescribed filing date.
PART IV - OTHER INFORMATION
| (1) | Name and telephone number of person
to contact to this notification |
Yulong Yi |
|
86 |
|
139-4977-8662 |
(Name) |
|
(Area Code) |
|
(Telephone Number) |
| (2) | Have
all other periodic reports required under Section 13 or 15(d) of the Securities Exchange
Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months
(or for such shorter) period that the registrant was required to file such reports) been
filed? If answer is no, identify report(s). ☒ Yes ☐ No |
| (3) | Is
it anticipated that any significant change in results of operations from the corresponding
period for the last fiscal year will be reflected by the earnings statements to be included
in the subject report or portion thereof? ☒ Yes ☐ No |
If so, attach an explanation of the anticipated change,
both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.
As a result of a share
exchange completed on July 30, 2021, the business of Dyckmanst Limited, a company organized under the laws of the British Virgin Islands,
and its subsidiaries (together as “Dyckmanst Limited”), became the business of the Company. Due to certain contractual
arrangements between Dyckmanst Limited and Beijing Zhuoxun Century Culture Communication Co., Ltd. (“Beijing Zhuoxun”),
a company organized under the laws of the People’s Republic of China, the financial results of Dyckmanst Limited and Beijing Zhuoxun
will be consolidated into the financial statements of the Company.
Thus, the Company anticipates
that there may be certain significant changes in results of operations for the quarter ended on June 30, 2022, compared to the corresponding
period ended June 30, 2021 when the Company was a shell company. The financial results of the Company to be included in the Form 10-Q
for the quarter ended June 30, 2022 will likely reflect significant difference from corresponding period ended June 30, 2021.
GUSHEN, INC.
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: August 16, 2022 |
By: |
/s/ Yulong Yi |
|
Name: |
Yulong Yi |
|
Title: |
CEO |
INSTRUCTION. The form may be signed by an executive
officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed
or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an
executive officer), evidence of the representative's authority to sign on behalf of the registrant shall be filed with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal criminal
violations. (See 18 U.S.C. 1001)
2
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