Sec Form 3 Filing - Atayev Merdan @ TORtec Group Corp - 2019-05-23

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Atayev Merdan
2. Issuer Name and Ticker or Trading Symbol
TORtec Group Corp [ TRTK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Vice President
(Last) (First) (Middle)
AFZA OFFICE NO SM NO F1-222C
3. Date of Earliest Transaction (MM/DD/YY)
05/23/2019
(Street)
DUBAI, C000000
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock par value $0.001 0 I IKR Babolna FZE ( 1 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Atayev Merdan
AFZA OFFICE NO SM NO F1-222C
DUBAI, C000000
Vice President
Signatures
/s/Merdan Atayev 06/28/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On May 23, 2019, Merdan Atayev was appointed a Vice President of the Company. On May 20, 2019, the Company entered into a Stock Purchase Agreement with IKR Babolna FZE, a UAE Ajman Free Zone Limited Company, pursuant to which IKR Babolna FZE agreed to purchase One Hundred Sixty Eight Thousand shares of the Company's common stock for USD $1,680,000. Mr. Atyev is an officer, director and shareholder of IKR Babolna FZE. On May 22, 2019, the Company entered into a Share Exchange Agreement with TORtec Central Asia, a Wyoming corporation, pursuant to which the Company agreed to acquire 100% of the issued and outstanding shares of TORtec Central Asia in exchange for issuing 2,000,000 shares of the Company's common stock. Mr. Atayev is the President, sole director and sole shareholder of TORtec Central Asia. As of this report, neither transaction has been consummated, and no shares of the Company's common stock have been issued.

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