UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION
UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission File Number 001-34566
China Jo-Jo Drugstores, Inc.*
(Exact name of registrant as specified in its charter)
Hai Wai Hai Tongxin Mansion Floor 6 Gong Shu District,
Hangzhou City, Zhejiang Province, People’s Republic of China, 310008
+86-571-88219579
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Common Stock, $0.001 par value per share
(Title of each class of securities covered by this Form)
None*
(Titles of all other classes of securities for which a duty to file reports under section 13(a) or 15(d) remains)
Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
| Rule 12g-4(a)(1) | ☒ |
| Rule 12g-4(a)(2) | ☐ |
| Rule 12h-3(b)(1)(i) | ☒ |
| Rule 12h-3(b)(1)(ii) | ☐ |
| Rule 15d-6 | ☐ |
Approximate number of holders of record as of the certification or notice date: 23*
Explanatory Note
* Effective July 30, 2021, China Jo-Jo Drugstores, Inc., a Nevada corporation (the “Predecessor”), completed the redomicile merger (the “Redomicile Merger”) to reorganize itself as a Cayman Islands company, as contemplated by the agreement and plan of merger dated as of May 14, 2021 (the “Merger Agreement”) by and among the Predecessor and China Jo-Jo Drugstores Holdings, Inc., an exempted company incorporated under the laws of the Cayman Islands and a wholly owned subsidiary of the Predecessor (the “Successor”). Pursuant to the Merger Agreement, each issued and outstanding share of the common stock of the Predecessor was converted into the right to receive one ordinary share of the Successor. Effective July 30, 2021, the Successor changed its name from China Jo-Jo Drugstores Holdings, Inc. to China Jo-Jo Drugstores, Inc. The Redomicile Merger constitutes a succession for purpose of Rule 12g-3(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). This Form 15 relates solely to the reporting obligations of the Predecessor under the Exchange Act, and does not affect the reporting obligations of the Successor under the Exchange Act.
1
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, China Jo-Jo Drugstores, Inc. (formerly known as China Jo-Jo Drugstores Holdings, Inc.), as successor to China Jo-Jo Drugstores, Inc., has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.
| Date: | July 30, 2021 | By: | /s/ Lei Liu |
| Name: | Lei Liu | ||
| Title: | Chief Executive Officer |
2
