SECURITIES AND EXCHANGE
WASHINGTON, D.C. 20549
Pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date
of Earliest Event Reported): January 16, 2013 (January 14, 2013)
Q Lotus Holdings, Inc.
(Exact name of registrant
as specified in its charter)
or other jurisdiction of
incorporation or organization)
(Commission File Number)
520 North Kingsbury Street, Suite 1810, Chicago,
(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code:
(Former name or former address, if changed since
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 (17 CFR 230.425)
|¨||Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
|¨||Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
1.01 Entry into a Material Definitive Agreement.
January 14, 2013, Q Lotus Holdings, Inc. and its Hong Kong affiliate Q Lotus Holdings Ltd. (the “Q Lotus Group”) entered
into an Agreement with Richmond Energy (UK) Ltd. (“Richmond Energy”) pursuant to which the Q Lotus Group will advise
and administer an effective deal structure for managing the development of six oil license blocks owned by Richmond Energy located
in the Saratov region of Russia in the Volga Ural and precaspian provinces. Richmond Energy is an independent Oil & Gas company
which has a 51% ownership in a venture with OOO Ecology & Progress Ltd Russia. Richmond Energy has the right to buy the remaining
49% from OOO Ecology & Progress Ltd Russia. The venture owns the following 6 blocks of Green fields: Perelubsko Rubezhisky,
Bolshe-Chaliklinsky-2, Karamansky-1, Karamansky- 2, Zhuravlinsky and Dergachevsky. The venture has licenses to explore and drill
for hydro carbons in Saratov Oblast located in the South East part of the European Russia which straddles the lower mid-section
of the Volga River and to the South East it abuts Kazakhstan. The Q Lotus Group will authorize all aspects of the project, focusing
on structuring and promoting a successful resource development in cooperation with government agencies and project subcontractors
for effective sharing of resources revenue and management.
Q Lotus Group is appointing EPC Oil & Gas SDN. BHD (“EPC”) the drilling concession project management.
Q Lotus Group is appointing Thana Balan P Jaganathan as special advisor for the Euro-Asian operations.
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.
||Q LOTUS HOLDINGS, INC. |
|Date: January 16, 2013
||/s/ Gary A. Rosenberg |
||Gary A. Rosenberg |
||Chief Executive Officer|