SECURITIES AND EXCHANGE COMMISSION
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): May 9, 2012 (May 1, 2012)
Q Lotus Holdings, Inc.
(Exact name of registrant as specified in
|(State or other jurisdiction of
|incorporation or organization)
500 North Dearborn Street, Suite 605, Chicago,
(Address of principal executive offices,
including Zip Code)
Registrant's telephone number, including
area code: (312) 379-1800
(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:
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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))
||Entry into a Material Definitive Agreement.|
On May 1, 2012, Q Lotus Holdings, Inc. entered
into an amendment (the “Amendment”) to a convertible promissory note dated March 20, 2012 (the “Note”)
to Asher Enterprises Inc., a Delaware corporation, in order to amend the calculation of conversion of the Note. No other terms
of the Note were amended.
The description of the Amendment contained
in this Item 1.01 is a summary and is qualified in its entirety by reference to the copy of the Amendment that is attached
hereto as an exhibit, and which is incorporated herein by reference.
||Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.|
The information set forth in Item 1.01
hereof is incorporated herein by reference.
||Financial Statements And Exhibits.|
|10.38||Amendment to Convertible Promissory Note, dated May 1,
2012, between the Registrant and Asher Enterprises Inc., a Delaware corporation.
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.
||Q LOTUS HOLDINGS, INC.
|Date: May 9, 2012
||/s/ Gary A. Rosenberg
||Gary A. Rosenberg
||Chief Executive Officer