APSI / Aqua Power Systems Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Aqua Power Systems Inc.
US ˙ OTCPK

Mga Batayang Estadistika
CIK 1553264
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Aqua Power Systems Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
May 6, 2024 1-A-W

AQUA POWER SYSTEMS, INC. 2180 Park Ave North, Unit 200 Winter Park, Florida 32789

AQUA POWER SYSTEMS, INC. 2180 Park Ave North, Unit 200 Winter Park, Florida 32789 May 6, 2024 VIA EDGAR Claudia Rios Staff Attorney Office of Energy & Transportation Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Aqua Power Systems, Inc. Request for Withdrawal Pursuant to Rule 259 of Offering Statement on Form 1-A Originally Filed A

May 6, 2024 RW WD

AQUA POWER SYSTEMS, INC. 2180 Park Ave North, Unit 200 Winter Park, Florida 32789

AQUA POWER SYSTEMS, INC. 2180 Park Ave North, Unit 200 Winter Park, Florida 32789 May 6, 2024 VIA EDGAR Claudia Rios Staff Attorney Office of Energy & Transportation Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Aqua Power Systems, Inc. Request for Withdrawal of Prior Filed Request for Withdrawal Pursuant to Rule 477 Filed May 3, 2

May 3, 2024 RW

AQUA POWER SYSTEMS, INC. 2180 Park Ave North, Unit 200 Winter Park, Florida 32789

AQUA POWER SYSTEMS, INC. 2180 Park Ave North, Unit 200 Winter Park, Florida 32789 May 3, 2024 VIA EDGAR Claudia Rios Staff Attorney Office of Energy & Transportation Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Aqua Power Systems, Inc. Request for Withdrawal Pursuant to Rule 477 of Offering Statement on Form 1-A Originally Filed A

April 19, 2024 EX1A-6 MAT CTRCT

Amendment No. 007

Exhibit 6.45 Amendment No. 007 This Amendment No. 007 (the “Amendment”) is made as of February 1, 2021 between Tradition Transportation Company LLC (“Customer”) and Love’s Travel Stops & Country Stores, Inc. (“Love’s”) to amend the Diesel Fuel Discount Master Agreement dated June 15, 2016 between Customer and Love’s (the “Master Agreement”). 1. Appendix B of the Master Agreement (as amended from t

April 19, 2024 EX1A-12 OPN CNSL

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 April 15, 2024

Exhibit 12.1 NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 940-367-6154 April 15, 2024 Aqua Power Systems, Inc. 2180 N. Park Avenue Suite 200 Winter Park, Florida 32789 Re: Offering Statement on Form 1-A Gentlemen: We have been requested by Aqua Power Systems, Inc., a Nevada corporation (the “Company”), to furnish you with our opinion as to the matters here

April 19, 2024 PART II AND III

As filed with the Securities and Exchange Commission on April 18, 2024 PART II - INFORMATION REQUIRED IN OFFERING CIRCULAR

Table of Contents File No. 024-12317 As filed with the Securities and Exchange Commission on April 18, 2024 PART II - INFORMATION REQUIRED IN OFFERING CIRCULAR Preliminary Offering Circular dated April 18, 2024 An offering statement pursuant to Regulation A relating to these securities has been filed with the United States Securities and Exchange Commission (the “SEC”). Information contained in th

April 19, 2024 EX1A-6 MAT CTRCT

This addendum is made the 6

Exhibit 6.46 This addendum is made the 6th day of February 2023. Reference is hereby made to that certain Multiparty Stock Purchase Agreement (the “SPA”), of December 28, 2022, by and among Timothy E. Evans (“T. Evans”), James L. Evans (“J. Evans”), BulwarkCapital, L.L.C. (“Bulwark” and with T. Evans and J. Evans, the “Sellers”), and Joseph M. Davis (“J. Davis”); in addition to a Contract Assignme

April 19, 2024 EX1A-6 MAT CTRCT

Second Amendment of Multiparty Stock Purchase Agreement

Exhibit 6.47 Second Amendment of Multiparty Stock Purchase Agreement This Second Amendment (“Second Amendment”) of the Multiparty Stock Purchase Agreement (“MSPA”) is made and entered into on this 6th day of August 2023 by and among Timothy E. Evans, an individual residing in the State of Indiana (“T. Evans”), James L. Evans, an individual residing in the State of Indiana (“J. Evans”), and Bulwark

April 19, 2024 EX1A-6 MAT CTRCT

PAYMENT GUARANTY

Exhibit 6.44 PAYMENT GUARANTY THIS PAYMENT GUARANTY (the “Guaranty”) is made this 19th day of May, 2017 (the “Effective Date”), by Tradition Transportation Group Inc, a(n) Indiana Corporation (“Guarantor”), having a notice address of 300 Growth Parkway, Angola, IN 46703, Attention: CEO, in favor of LOVE’S TRAVEL STOPS & COUNTRY STORES, INC., an Oklahoma corporation (“Love’s”), having a notice addr

November 6, 2023 PART II AND III

As filed with the Securities and Exchange Commission on November 6, 2023 PART II - INFORMATION REQUIRED IN OFFERING CIRCULAR

Table of Contents File No. 024-12317 As filed with the Securities and Exchange Commission on November 6, 2023 PART II - INFORMATION REQUIRED IN OFFERING CIRCULAR Preliminary Offering Circular dated November 6, 2023 An offering statement pursuant to Regulation A relating to these securities has been filed with the United States Securities and Exchange Commission (the “SEC”). Information contained i

August 17, 2023 PART II AND III

As filed with the Securities and Exchange Commission on August 16, 2023 PART II - INFORMATION REQUIRED IN OFFERING CIRCULAR

Table of Contents File No. 024- As filed with the Securities and Exchange Commission on August 16, 2023 PART II - INFORMATION REQUIRED IN OFFERING CIRCULAR Preliminary Offering Circular dated August 16, 2023 An offering statement pursuant to Regulation A relating to these securities has been filed with the United States Securities and Exchange Commission (the “SEC”). Information contained in this

August 17, 2023 EX1A-4 SUBS AGMT

SUBSCRIPTION AGREEMENT

Exhibit 4.1 SUBSCRIPTION AGREEMENT Aqua Power Systems, Inc. NOTICE TO INVESTORS The securities of Aqua Power Systems, Inc., a Nevada corporation (the “Company”), to which this Subscription Agreement relates, represent an investment that involves a high degree of risk, suitable only for persons who can bear the economic risk for an indefinite period of time and who can afford to lose their entire i

August 17, 2023 EX1A-12 OPN CNSL

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 August 16, 2023

Exhibit 12.1 NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 940-367-6154 August 16, 2023 Aqua Power Systems, Inc. 2180 N. Park Avenue Suite 200 Winter Park, Florida 32789 Re: Offering Statement on Form 1-A Gentlemen: We have been requested by Aqua Power Systems, a Nevada corporation (the “Company”), to furnish you with our opinion as to the matters hereinaft

July 28, 2023 RW

Aqua Power Systems Inc 2180 Park Ave North, Suite 200 Winter Park, FL 32789

Aqua Power Systems Inc 2180 Park Ave North, Suite 200 Winter Park, FL 32789 July 27, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.

July 25, 2023 RW WD

Aqua Power Systems Inc 2180 Park Ave North, Suite 200 Winter Park, FL 32789

Aqua Power Systems Inc 2180 Park Ave North, Suite 200 Winter Park, FL 32789 July 24, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.

July 14, 2023 RW

Aqua Power Systems Inc

Aqua Power Systems Inc 2180 Park Ave North, Suite 200 Winter Park, FL 32789 Securities and Exchange Commission 100 F.

July 14, 2023 15-12G

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

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: 000-56361 Aqua Power Systems Inc. (Exact name of registrant as specified in

March 31, 2023 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [X] Form 10-K [] Form 20-F [] Form 11-K [] Form 10-Q [] Form 10-D [] Form N-CEN [] Form N-CSR For Period Ended: 12/31/2022 [ X] Transition Report on Form 10-K [] Transition Report on Form 20-F [] Transition Report on Form 11-K [] Transition Report on Form 10-Q For the Transiti

February 17, 2023 EX-10.43

Conformed copy of Executive Employment Agreement dated January 17, 2023 by and between Aqua Power Systems, Inc. and Joseph Davis

EX-10.43 3 aquaex1043.htm CONFORMED COPY OF EXECUTIVE EMPLOYMENT AGREEMENT DATED JANUARY 17, 2023 BY AND BETWEEN AQUA POWER SYSTEMS, INC. AND JOSEPH DAVIS Exhibit EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into, effective this 17th day of January 2023, (“Effective Date”), by and between Aqua Power Systems, Inc. (“APSI” or “Company”), a Neva

February 17, 2023 EX-10.42

Conformed copy of Executive Employment Agreement dated January 9, 2023 by and between Aqua Power Systems, Inc. and Robert Morris

Exhibit EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into, effective this 9th day of January 2023, (“Effective Date”), by and between Aqua Power Systems, Inc.

February 17, 2023 EX-FILING FEES

Registration Fee Table

Exhibit 107 CALCULATION OF REGISTRATION FEE Title of Each Class Of Securities To Be Registered Amount To Be Registered (1) Proposed Maximum Offering Price Per Share (2) Proposed Maximum Aggregate Offering Price (1) Amount of Registration Fee (3) Common stock, $0.

February 17, 2023 S-1

As filed with the Securities and Exchange Commission on February __, 2023.

Table of Contents As filed with the Securities and Exchange Commission on February , 2023.

February 9, 2023 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2023 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 000-56361 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer o

February 8, 2023 EX-99.1

This addendum is made the 6

Exhibit 99.1 This addendum is made the 6th day of February 2023. Reference is hereby made to that certain Multiparty Stock Purchase Agreement (the “SPA”), of December 28, 2022, by and among Timothy E. Evans (“T. Evans”), James L. Evans (“J. Evans”), BulwarkCapital, L.L.C. (“Bulwark” and with T. Evans and J. Evans, the “Sellers”), and Joseph M. Davis (“J. Davis”); in addition to a Contract Assignme

February 8, 2023 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2023 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 000-56361 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer o

January 26, 2023 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2023 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 000-56361 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer o

January 26, 2023 EX-99.1

Aqua Power Systems Takes Aggressive Action to Combat Suspected Illegal “Naked” Short Selling

Exhibit 99.1 Aqua Power Systems Takes Aggressive Action to Combat Suspected Illegal “Naked” Short Selling Winter Park, FL – The Board of Directors of Aqua Power Systems, Inc. (OTC: APSI) (“the Company” or “Aqua Power”), a leader in reliable logistics and transportation solutions, held a Special Meeting of the Board on Wednesday, January 25, 2023. At the meeting a plan of action was approved by the

January 18, 2023 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2023 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 000-56361 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer o

January 18, 2023 EX-10.1

Executive Employment Agreement

EX-10.1 2 aquapowerex1001.htm EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into, effective this 17th day of January 2023, (“Effective Date”), by and between Aqua Power Systems, Inc. (“APSI” or “Company”), a Nevada corporation, and Joseph Davis (“Executive”). The Company and Executive may be collecti

January 10, 2023 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2023 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 000-56361 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer of

January 10, 2023 EX-10.1

Executive Employment Agreement

EX-10.1 2 aquapowerex1001.htm EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into, effective this 9th day of January 2023, (“Effective Date”), by and between Aqua Power Systems, Inc. (“APSI” or “Company”), a Nevada corporation, and Robert Morris (“Executive”). The Company and Executive may be collecti

December 30, 2022 EX-10.29

Tradition Leasing Systems, L.L.C. - Loan #25830910 - Republic Bank & Trust Company - Note Date 08252022 and Maturity 08252028

Exhibit 10.29 COMMERCIAL PROMISSORY NOTE Republic Bank & Trust Company 601 West Market Street Louisville, Kentucky 40202 (502)584 - 3600 LOAN NUMBER NOTE DATE 25830910 j August 25, 2022 [ LOANPlJR - POSE: Purchase vehicle PRINCIPAL A1'10UNT I LOAN TERM j MATURITY DATE I $1 , 818,005.04 [ 72 months - [ - J - - - August 25, 2028 J L BORROWER INFORMATION Tradition Leasing Systems L . L . C . 300 Grow

December 30, 2022 EX-10.7

Lease Agreement (210 S. Progress Drive, Kendallville Indiana) between Miller's Development, Inc. and Anthem Anchor Bolts and Fasteners, LLC dated September 30, 2022

Exhibit 10.7 COMMERCIAL LEASE This Lease, entered into this 30th day of September, 2022 (?Lease?), between MILLERS? DEVELOPMENT, INC., a corporation organized and existing under the laws of the State of Indiana, hereinafter known as Landlord, and ANTHEM ANCHOR BOLTS AND FASTNERS, LLC, an Indiana Limited Liability Company, and hereinafter known as Tenant, WITNESSETH: 1. LEASED PREMISES. Landlord do

December 30, 2022 EX-10.33

Conformed copy of Promissory Note dated December 28, 2022 issued by Joseph M. Davis to Timothy E. Evans

Exhibit 10.33 PROMISSORY NOTE $10,268,738.31 Dated as of: the 28th day of December 2022 For value received, JOSEPH M. DAVIS, an Individual residing in the state of Indiana (the ?Debtor?), agrees to pay to the order of TIMOTHY E. EVANS, an individual residing in the State of Indiana (?Holder?), the principal sum of Ten Million Two Hundred Sixty-Eight Thousand Seven Hundred Thirty-Eight and 31/100 U

December 30, 2022 EX-10.2

Redemption and Repurchase Agreement (executed August 25, 2022) (and Associated Promissory Note) between Tradition Transportation Group, Inc., its shareholders, and Bulwark Capital, L.L.C., and Robin C. Montel.

Exhibit 10.2 Redemption and Repurchase Agreement THIS REDEMPTION AND REPURCHASE AGREEMENT (?Agreement?) is made and entered into on this 25th day of August, 2022 (?Effective Date?) by and among Tradition Transportation Group, Inc., an Indiana corporation (?TTG?), Bulwark Capital, L.L.C., an Indiana limited liability company (?Bulwark?); Timothy E. Evans (?T. Evans?), James L. Evans (?J. Evans?), a

December 30, 2022 EX-10.16

Sublease Agreement (6887 W 350 N, Greenfield, Indiana) between Adidas Sales Inc and Tradition Logistics LLC dated June 10, 2021

EX-10.16 19 aquapowerex1016.htm SUBLEASE AGREEMENT Exhibit 10.16 SUBLEASE This SUBLEASE (the "Sublease'') is entered into as of the 10th day of June, 2021 ("Effective Date''), by and between ADIDAS SALES, INC., an Oregon corporation ("Sublandlord''), and TRADITION LOGISTICS, L.L.C., an Indiana limited liability company ("Subtenant'), with consent from 6887 WEST 350 N, LLC, a Delaware limited liabi

December 30, 2022 EX-10.10

Lease Agreement (3000 Tremont Rd. Savannah, GA 31405) between Hager Pacific 1 LP, RJN Properties, LLC, MH Capital, LLC and 98 Street Investment, LLC, and Tradition Transportation Group, Inc. & Tradition Logistics, LLC dated April 6, 2022

Exhibit 10.10 DocuSign Envelope ID: FA598E96 - 9015 - 4DDD - A35F - 0C3F519DAC37 1 DocuSign Envelope ID: FA598E96 - 9015 - 4DDD - A35F - 0C3F519DAC37 2 DocuSign Envelope ID: FA598E96 - 9015 - 4DDD - A35F - 0C3F519DAC37 3 DocuSign Envelope ID: FA598E96 - 9015 - 4DDD - A35F - 0C3F519DAC37 4 DocuSign Envelope ID: FA598E96 - 9015 - 4DDD - A35F - 0C3F519DAC37 5 DocuSign Envelope ID: FA598E96 - 9015 - 4

December 30, 2022 EX-10.38

Conformed copy of Assignment and Pledge of Stock Agreement dated December 28, 2022 by and between Joseph M. Davis to Bulwark Capital, L.L.C.

EX-10.38 41 aquapowerex1038.htm ASSIGNMENT AND PLEDGE OF STOCK Exhibit 10.38 ASSIGNMENT AND PLEDGE OF STOCK THIS ASSIGNMENT AND PLEDGE OF STOCK (“Assignment”) is made and entered into as of the 28th day of December 2022 (the “Effective Date”), by and between JOSEPH M. DAVIS, an individual residing in the state of Indiana (the “Grantor”), and BULWARK CAPITAL, L.L.C., an Indiana limited liability co

December 30, 2022 EX-10.31

Tradition Leasing Systems, L.L.C. - Loan #25831062 - Republic Bank & Trust Company - Note Date 09222022 and Maturity 09222029

Exhibit 10.31 COMMERC I AL PROM I SSO RY N OTE Republi c B a nk & T ru s t Com pa n y 6 0 I W es t Mnrk e t S tr eet L ou i sv ille, K en t u cky 40202 (502)584 - 3600 L OAN NIJMDER NO'l't> : DATE 258 3 1 0 6 2 - - S ept e mb e r 22 , 2022 \ N P U Rl' OS F.: Pur c ha s e vehicle - - P R TNC ll 'A L AMOUNT I . LOAN TERM $206,64 4 .00 I 84 m o nth s MATU RI TY D ATlt Se ptemb e r 22, 2029 BORROWER I

December 30, 2022 EX-10.19

Tradition Leasing Systems, L.L.C. - Loan - Elements Financial Credit Union - Date 09152021 and Maturity 10012026

Exhibit 10.19 BUSINESS LOAN AGREEMENT Principal $4,300,000.00 Loan Date 09 - 15 - 2021 Maturity Loan No 10 - 01 - 2026 l Call/ Coll CLTT I Account Offic e l r lnltlals l SMYR References in the boxes above are for Lender's use onl;,1 and do not limit the applicability of this document to any particular loan or i tem. Any item above containing '***" has been omitted due to text length limitations. T

December 30, 2022 EX-2.3

Conformed copy of Contract Assignment agreement dated as of December 28, 2022 by and between APSI and Joseph M. Davis.

Exhibit 2.3 CONTRACT ASSIGNMENT This CONTRACT ASSIGNMENT (this ?Agreement?), is made and entered into as ofthe 28th day of December 2022, by and among Joseph M. Davis, an individual residing in the State of Indiana (?J. Davis,? or, as the context requires, ?Assignor?), and Aqua Power Systems, Inc., a Nevada corporation (?APSI,? or, as the context requires, ?Assignee?). J. Davis and APSI are each a

December 30, 2022 EX-21.1

Subsidiaries of Aqua Power Systems, Inc.

Exhibit 21.1 SUBSIDIARIES OF REGISTRANT Name of Subsidiary Jurisdiction of Incorporation or Organization Tradition Transportation Group, Inc. Indiana

December 30, 2022 EX-10.5

Purchase Agreement of 959 Growth Parkway between Tradition Transportation Group, Inc. (Buyer) and MP Perry Properties, LLC (seller) accepted February 02, 2022

EX-10.5 8 aquapowerex1005.htm PURCHASE AGREEMENT Exhibit 10.5 Authentisign ID: F5FE8AD5 - BF38 - 473D - B6B1 - 7141F5C74DD6 Authentisign ID: F5FE8AD5 - BF38 - 473D - B6B1 - 7141F5C74DD6 Authentisign ID: B2B57D52 - A6F0 - 477A - A66F - B936173BBFB1 Authentisign ID: B2B57D52 - A6F0 - 477A - A66F - B936173BBFB1 1 Authentisign ID: F5FE8AD5 - BF38 - 473D - B6B1 - 7141F5C74DD6 Authentisign ID: F5FE8AD5

December 30, 2022 EX-10.34

Conformed copy of Promissory Note dated December 28, 2022 issued by James M. Davis to James L. Evans

Exhibit 10.34 PROMISSORY NOTE $8,506,440.00 Dated as of: the 28th day of December 2022 For value received, JOSEPH M. DAVIS, an Individual residing in the state of Indiana (the ?Debtor?), agrees to pay to the order of JAMES L. EVANS, an individual residing in the State of Indiana (?Holder?), the principal sum of Eight Million Five Hundred Six Thousand Four Hundred Forty and No/100 U.S. Dollars ($8,

December 30, 2022 EX-10.21

Tradition Leasing Systems, L.L.C. - Loan #25892894 - Republic Bank - Note Date 10272021 and Maturity 10272024

EX-10.21 24 aquapowerex1021.htm COMMERCIAL PROMISSORY NOTE Exhibit 10.21 COMMERCIAL PROMISSORY NOTE Republic Bank & Trost Company 601Wat Market Street Louimlle, Kentucky 40202 (502)584 - 3608 I - LO - ANN - UMB - ER. - - N - OT - E D A - TE - - 25892894 October27,2021 PRJNCIPAL AMOONT j $734,650.00 LOAN TERM 36 months MATURITY DATJ: October 27, 2024 LOAN PURPOSE; Pun:haae vehicle BORROWER INFORMAT

December 30, 2022 EX-10.39

Conformed copy of President and CEO Employment Agreement dated December 28, 2022 by and between Tradition and Timothy E. Evans

Exhibit 10.39 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (?Agreement?) is made and entered into, as of the 28th day of December 2022, (?Effective Date?), by and between Tradition Transportation Group, Inc. (?TTG? or ?Company?), an Indiana corporation, and Timothy E. Evans (?Executive?). The Company and Executive may be collectively referenced as the ?parties? or individuall

December 30, 2022 EX-10.17

Tradition Transportation Group, Inc. and Subsidiaries - Loan #19011000012 - First Financial Bank N.A. - Date 03012021 and Maturity 05152022

Exhibit 10.17 OocuSign Effi elope IO . 108A2752 - SC3E E F7 - BF65 - 0 EEAA 1E MSA.2 BUSINESS LOAN AGREEMENT Principal I Loan Date I Maturity I Loan N o I $7,000 , 000.00 03 - 01 - 2021 05 - 15 - 2022 1901 1000012 Call/ Col 80 Account Off i ca I r Initials I F24 Reference.a in the boxes above ere for l 1nde,?1 1111 only and do not 1.imrt the apphcabiliry of th.11 doc - nt to eny p1rt1col;ar lo i n

December 30, 2022 EX-10.14

Lease Renewal (Suite 1502, 110 E. "Wayne St. Fort Wayne Indiana) between One Sumit II, LLC and Freedom Freight Solutions, LLC dated April 13, 2022

EX-10.14 17 aquapowerex1014.htm LEASE RENEWAL AGREEMENT Exhibit 10.14 LEASE RENEWAL AGREEMENT THIS LEASE RENEWAL AGREEMENT, dated this 13th day of April 2022 by and between ONE SUMMIT II, LLC as Landlord and FREEDOM FREIGHT SOLUTIONS, LLC, as Tenant. WITNESSETH: WHEREAS, on October 18, 2021, ONE SUMMIT II, LLC as Landlord, and FREEDOM FREIGHT SOLUTIONS, LLC, as Tenant, did make and enter into a ce

December 30, 2022 EX-10.32

Conformed copy of Promissory Note dated December 22, 2022 issued by APSI to Stephen W. Carnes

Exhibit 10.32 PROMISSORY NOTE (this "Note") Borrower: Aqua Power Systems Inc of 2180 N. Park Ave, Suite 200, Winter Park, FL 32789 (the "Borrower") Lender: Stephen Carnes of 2180 N. Park Ave, Suite 200, Winter Park, FL 32789 (the "Lender") Principal Amount: $225,000.00 USD 1. FOR VALUE RECEIVED, The Borrower promises to pay to the Lender at such address as may be provided in writing to the Borrowe

December 30, 2022 EX-10.3

Asset Purchase and Sale Agreement between EDSCO Holding Company, LLC and Anthem Anchor Bolts and Fasteners, LLC entered into on January 31, 2022.

Exhibit 10.3 ASSET PURCHASE AND SALE AGREEMENT This Asset Purchase and Sale Agreement (the "Agreement") is entered into as of this 31st day of January, 2022 (the "Effective Date"), by and between EDSCO Holding Company, LLC ("Seller") and Anthem Anchor Bolts & Fasteners, LLC ("Buyer"). Seller and Buyer may be collectively referred to herein as the "Parties" and individually as a "Party." RECITALS A

December 30, 2022 EX-10.28

Tradition Leasing Systems, L.L.C. - Loan #25830864 - Republic Bank & Trust Company - Note Date 08162022 and Maturity 08162028

Exhibit 10.28 COMMERCIAL PROMISSORY NOTE Republic Bank & Trust Company 601 West Market Street Louisville, Kentucky 40202 (502)584 - 3600 LOAN NlJMUER 25830864 LOAN PlJRPOSF.: Purchase vehicle PRINCIPAL AMOlJNT $1,410, IO1.48 LOAN TERM 72 months MATURITY DATE August I 6, 2028 BORROWER INFORMATION Tradition Leasing Systems L . L . C :. 300 Growth Pkwy Ste ; \ Angola, IN 1 16703 - 9326 DEFINITIONS .

December 30, 2022 EX-10.25

Anthem Anchor Bolts & Fasteners, L.L.C. - Loan #19011000082 - First Financial Bank N.A. - Date 04012022 and Maturity 04012027

EX-10.25 28 aquapowerex1025.htm BUSINESS LOAN AGREEMENT Exhibit 10.25 DocuSign Envelope ID: 990C9463 - 1DFD - 498A - ABE8 - 5095CE5AF26B BUSINESS LOAN AGREEMENT Principal $430,000.00 Loan Date Maturity Loan No 04 - 01 - 2022 04 - 01 - 2027 19011000082 Call/Coll 72 Account ANTHEMABOO Officer Initials F24 References in the boxes above are for Lender's use only and do not limit the applicability of t

December 30, 2022 EX-10.20

Tradition Transportation Group, Inc. and Subsidiaries - Agreement for Letter of Credit #19014000103 - First Financial Bank N.A. - Date 10012021 and Maturity 10012022

Exhibit 10.20 DocuSign Envelope ID: C47CD194 - FFA0 - 4E72 - AB44 - 3FOAA140ABCB APPLICATION AND AGREEMENT FOR IRREVOCABLE LETTER OF CREDIT Amount of Cred i J t Issue Date 'Expiration Dat I e Loan Number I $250,000.00 10 - 01 - 2021 10 - 01 - 2022 19014000103 References in the boxes above are for lender's use on'X and do not limit the applicability of this document to any particular loan or item.

December 30, 2022 EX-10.12

Lease Agreement (6644 Old River Road N, Statesboro, GA) between sustainable Logistics, LLC and Tradition Logistics, LLC dated April 1, 2022

Exhibit 10.12 COMMERCIAL WAREHOUSE LEASE AGREEMENT TIDS COMMERCIAL WARBHOUSE LEASE AGREBMBNT (the "Lease 1 i is made effective as of April 1, 2022 (the "Effective Date''). by and between Sustainable Logistics, LLC, a Georgia limited 1 liability company ("'Landlord 1 J) and Tradition Logistics, with headquarters located at 300 Growth Pkwy. Angola. lndiaua 46703 (' 1 Tennnt'1, RE C ITALS: A. Landlor

December 30, 2022 EX-10.36

Conformed copy of Assignment and Pledge of Stock Agreement dated December 28, 2022 by and between Joseph M. Davis to Timothy E. Evans

Exhibit 10.36 ASSIGNMENT AND PLEDGE OF STOCK THIS ASSIGNMENT AND PLEDGE OF STOCK (?Assignment?) is made and entered into as of the 28th day of December 2022 (the ?Effective Date?), by and between JOSEPH M. DAVIS, an individual residing in the state of Indiana (the ?Grantor?), and TIMOTHY E. EVANS, an individual residing in the State of Indiana (the ?Secured Party?). Recitals A. In accordance with

December 30, 2022 EX-10.11

Lease Agreement (333 S. Franklin Rd. Indianapolis, Indiana) between Franklin IN LP, and Tradition Logistics LLC executed November 3, 2022

Exhibit 10.11 FRANKLIN ROAD LOGISTICS CENTER INDIANAPOLIS, INDIANA INDUSTRIAL REAL ESTATE LEASE AGREEMENT BETWEEN FRANKLIN IN LP, a Delaware limited partnership ("LANDLORD") AND TRADITION LOGISTICS L.L.C., an Indiana limited liability company ("TENANT") TABLE OF CONTENTS 1. Basic Lease Information 2 2. Lease Grant. 4 3. Adjustment of Commencement Date; Possession 4 4. Rent. 5 5. Compliance with La

December 30, 2022 EX-99.6

TRADITION TRANSPORTATION GROUP, INC. AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS SUPPLEMENTARY INFORMATION DECEMBER 31, 2021 AND 2020 TRADITION TRANSPORTATION GROUP, INC. AND SUBSIDIARIES TABLE OF CONTENTS DECEMBER 31, 2021 AND 2020

EX-99.6 48 aquapowerex9906.htm AUDITED FINANCIAL STATEMENTS 12/31/21 Exhibit 99.6 TRADITION TRANSPORTATION GROUP, INC. AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY INFORMATION DECEMBER 31, 2021 AND 2020 TRADITION TRANSPORTATION GROUP, INC. AND SUBSIDIARIES TABLE OF CONTENTS DECEMBER 31, 2021 AND 2020 Page Report of Independent Auditors 1 Financial Statements Consolidated Ba

December 30, 2022 EX-99.4

AQUA POWER SYSTEMS INC.

Exhibit 99.4 AQUA POWER SYSTEMS INC. Aqua Power Systems, Inc. has adopted a Corporate Code of Ethics as a set of guidelines that outlines the values, principles, and expectations for behavior that are expected of the officers and directors of the Corporation. These Corporate Code of Ethics shall assist to establish a culture of integrity and responsibility within the organization and should serve

December 30, 2022 EX-10.41

Conformed copy of General Counsel Employment Agreement dated December 28, 2022 by and between Tradition and Joseph J. Montel

Exhibit 10.41 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (?Agreement?) is made and entered into, as of the 28th day of December 2022, (?Effective Date?), by and between Tradition Transportation Group, Inc. (?TTG? or ?Company?), an Indiana corporation, and Joseph J. Montel (?Executive?). The Company and Executive may be collectively referenced as the ?parties? or individuall

December 30, 2022 EX-10.23

Tradition Leasing Systems, L.L.C. - Loan #25892940 - Republic Bank - Note Date 10272021 and Maturity 10272024

Exhibit 10.23 COMMERCIAL PROMISSORY NOTE Republic: Bank & Tnlt Company 601 Welt Market Street Lo111mDet 1Catucky41212 {m)5M - UOO ?)AN PURPODr vehicle BORROWER INFORMATION Tndition LeUUIS Systmm LL.C. 300 GrowthPkwy Ste A Angola,,lN 46703 - 9326 Loui8ville, .Kmtucky 40202, ita NOTE. This Commercial PromisllOJ)' Note will be rmmd to in thill document u the ''Note. II LENDER. "Lender" meam: .Republi

December 30, 2022 EX-10.22

Tradition Leasing Systems, L.L.C. - Loan #25829823 - Republic Bank - Note Date 03082022 and Maturity 09082027

Exhibit 10.22 COMMERCIAL PROMISSORY NOT& RepubHc Bank & Trust Company 601 West Market Stnet LoullvUle, KeatuekJ 40202 (502)5114 - 36DO - - . - - - - LOANNUMBBR NOTEDATI PRINCIPALAMO'UNT LOANm.11 MATUIUTV DATE 25829823 Man,h 8. 2022 1694,336.22 66montb1 September 8, 2027 LOAN PURPOSZ: Purahue equipment BORROWER INFORMATION Tradition Leasing Systems L.L.C, 300 Growth Pkwy Ste A Angola. JN' 4670HJ326

December 30, 2022 EX-10.15

Lease agreement (Suite 1503, 110 E. Wayne St. Fort Wayne Indiana) between One Sumit II, LLC and Freedom Freight Solutions, LLC dated May 5, 2022

Exhibit 10.15 OFFICE LEASE THIS LEASE, made and entered into this 5th day of May, 2022, by and between ONE SUMMIT II, LLC (hereinafter called Landlord), and Tradition Transportation Group Inc. (hereinafter called Tenant). WITNESSETH: ARTICLE I Premises The Landlord for and in consideration of the rents, covenants, and agreements hereinafter set forth and hereby agreed to be paid, kept, and perform

December 30, 2022 EX-10.13

Lease Agreement (Suite 1502, 110 E. "Wayne St. Fort Wayne Indiana) between One Sumit II, LLC and Freedom Freight Solutions, LLC dated October 18, 2021

Exhibit 10.13 OFFICE LEASE THIS LEASE, made and entered into this 18th day of October, 202 l, by and between ONE SUMMIT II, LLC (hereinafter called Landlord), and Freedom Freight Solutions, LLC (hereinafter called Tenant). WITNESSETH: ARTICLE I Premises The Landlord for and in consideration of the rents, covenants, and agreements hereinafter set forth and hereby agreed to be paid, kept, and perfor

December 30, 2022 EX-99.7

Pro Forma Condensed Combined Financial Statements as of and for the year ended March 31, 2022, the Quarter ended June 30, 2022, and the Mid-Year Ended September 30, 2022

Exhibit 99.7 APSI + Traditions Consolidated P&L Fiscal Year End Thursday, March 31, 2022 Revenues Tradition Group Consolidated APSI Total Consolidated Total Revenue 97,224,872.00 - 97,224,872.00 Cost of Revenue 83,995,949.78 - 83,995,949.78 Gross Profit 13,228,922.22 - 13,228,922.22 - - Operating Expenses - - Research and Development - - Sales, General and Admin 800,706.04 (38,000.00) 762,706.04 P

December 30, 2022 EX-2.2

Conformed copy of Multiparty Stock Purchase Agreement dated as of December 28, 2022 by and between Joseph M. Davis and Timothy E. Evans, James L. Evans, and Bulwark Capital, L.L.C.

Exhibit 2.2 MULTIPARTY STOCK PURCHASE AGREEMENT AMONG TIMOTHY E. EVANS, JAMES L. EVANS, AND BULWARK CAPITAL, L.L.C. AND JOSEPH M. DAVIS 1 TABLE OF CONTENTS ARTICLE I DEFINITIONS 4 ARTICLE II PURCHASE AND SALE 6 Section 2.01 Purchase and Sale. 6 Section 2.02 Purchase Price. 7 Section 2.03 Transactions to be Effected at the Closing. 7 Section 2.04 Closing. 8 ARTICLE III REPRESENTATIONS AND WARRANTIE

December 30, 2022 EX-10.26

Tradition Transportation Group, Inc. and Subsidiaries - Loan #190100085 - First Financial Bank NA - Date 04222022 and Maturity 04222032

EX-10.26 29 aquapowerex1026.htm PROMISSORY NOTE Exhibit 10.26 BUSINESS LOAN AGREEMENT Principal $600,000.00 Loan Date I Maturity I Loan No I I 04 - 22 - 2022 04 - 22 - 2032 19011000085 Call/ Coll 57 I Account TRADITT 00 References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item , Any item above containing "***" has bee

December 30, 2022 EX-10.24

Tradition Transportation Group, Inc. - Loan #19011000079 - First Financial Bank N.A. - Date 03162022 and Maturity 09162027

Exhibit 10.24 Principal Loan Date Maturity Loan No Call/Coll Account Officer Initials $602,000.00 03 - 16 - 2022 09 - 16 - 2027 19011000079 16 TRADITT00 F24 References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. An item above containin "***" has been omitted due to text len h limitations. DocuSign Envelope ID: 394

December 30, 2022 EX-10.18

Tradition Transportation Group, Inc. and Subsidiaries - Loan #19011000040 - First Financial Bank N.A. - Date 07282021 and Maturity 07222026

EX-10.18 21 aquapowerex1018.htm PROMISSORY NOTE Exhibit 10.18 BUSINESS LOAN AGREEMENT Principal $600,000.00 Loan Date I Maturity I Loan No I I 04 - 22 - 2022 04 - 22 - 2032 19011000085 Call/ Coll 57 Account TRADITT 00 I I Officer I F24 !(l J' - ¥,10, - - - References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item . An

December 30, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2022 AQUA POWER SYST

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2022 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 000-53554 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer

December 30, 2022 EX-99.5

AQUA POWER SYSTEMS INC. Unanimous Written Consent Of Board of Directors In Lieu of Special Meeting

Exhibit 99.5 AQUA POWER SYSTEMS INC. Unanimous Written Consent Of Board of Directors In Lieu of Special Meeting The undersigned, being the Board of Directors of Aqua Power Systems Inc., a Nevada Corporation (the ?Corporation?), hereby waives the calling or holding of a meeting of the Board of Directors of the Corporation (the ?Board?), consents in writing as of this 27th day of April 2022 to the f

December 30, 2022 EX-2.1

Conformed copy of Stock Purchase and Sale Agreement dated as of December 28, 2022 by and between APSI and Joseph M. Davis.

EX-2.1 2 aquapowerex0201.htm STOCK PURCHASE AND SALE AGREEMENT Exhibit 2.1 STOCK PURCHASE AND SALE AGREEMENT THIS STOCK PURCHASE AND SALE AGREEMENT (“Agreement”) is effective as of the 28th of December 2022, by and between Joe Davis (“Seller”), an individual with a notice address 6195 COUNTY ROAD 68, SPENCERVILLE, IN 46788, and Aqua Power Systems Inc. (“Buyer”), Nevada Corporation with a notice ad

December 30, 2022 EX-10.9

Lease Renewal Agreement (300 Growth Parkway, Angola Indiana) between Hanning & Bean Enterprises Inc. and Tradition Logistics, LLC dated January 6, 2022

EX-10.9 12 aquapowerex1009.htm LEASE RENEWAL AGREEMENT Exhibit 10.9 LEASE RENEWAL AGREEMENT THIS LEASE RENEWAL AGREEMENT, dated this 6th day of January, 2022 by and between Hanning & Bean Enterprises, Inc. ("Lessor") and Tradition Logistics LLC ("Lessee"). WITNESSETH: WHEREAS, on June 20, 2016 Hanning & Bean Enterprises Inc., as Landlord, and Tradition Logistics LLC, as Tenant did make and enter a

December 30, 2022 EX-10.6

Lease Agreement (1175 Collins Road Greenwood Indiana) between Tradition Logistics, LLC and Tradition Transportation Group, Inc., and Scannell Properties #529, LLC June 02, 2022

Exhibit 10.6 LEASE THIS LEASE, made as of the 2nd day of June, 2022 (the ?Effective Date?), by and between SCANNELL PROPERTIES #529, LLC, an Indiana limited liability company (?Landlord?), TRADITION LOGISTICS L.L.C., an Indiana limited liability company (?Tradition LLC?) and TRADITION TRANSPORTATION GROUP, INC., an Indiana corporation (?Tradition Inc.?, and jointly and severally with ?Tradition LL

December 30, 2022 EX-10.40

Conformed copy of Vice President Employment Agreement dated December 28, 2022 by and between Tradition and James L. Evans

Exhibit 10.40 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (?Agreement?) is made and entered into, effective as of the 28th day of December 2022, (?Effective Date?), by and between Tradition Transportation Group, Inc. (?TTG? or ?Company?), an Indiana corporation, and James L. Evans (?Executive?). The Company and Executive may be collectively referenced as the ?parties? or ind

December 30, 2022 EX-10.4

Asset Purchase Agreement between Tradition Transportation Company, LLC and Tradition Leasing Systems, LLC, and Karr Transportation Inc., Beers Investment Group, LLC, and its shareholders, Kelly Beers and Albert Beers.pdf

EX-10.4 7 aquapowerex1004.htm ASSET PURCHASE AGREEMENT Exhibit 10.4 Asset Purchase Agreement This Asset Purchase Agreement (this “Agreement”) is made and entered into as of the 27th day of July, 2022 (the “Effective Date”), by and among: Tradition Transportation Company, L.L.C., an Indiana limited liability company, and Tradition Leasing Systems, L.L.C., an Indiana limited liability company (colle

December 30, 2022 EX-10.35

Conformed copy of Promissory Note dated December 28, 2022 issued by Joseph M. Davis to Bulwark Capital, L.L.C.

Exhibit 10.35 PROMISSORY NOTE $5,316,860.00 Dated as of: the 28th day of December 2022 For value received, JOSEPH M. DAVIS, an Individual residing in the state of Indiana (the ?Debtor?), agrees to pay to the order of BULWARK CAPITAL, L.L.C., an Indiana limited liability company (?Holder?), the principal sum of Five Million Three Hundred Sixteen Thousand Eight Hundred Sixty and No/100 U.S. Dollars

December 30, 2022 EX-10.30

Tradition Leasing Systems, L.L.C. - Loan #25830929 - Republic Bank & Trust Company - Note Date 08262022 and Maturity 08262028

Exhibit 10.30 COMMERCIAL PROMISSORY NOTE Republic Bank & Trust Company 601 West Market Street Louisville, Kentucky 40202 (502)584 - 3600 LOAN PURPOSE: Purchase vehicle BORROWER INFORMATION Tradition Leasing Systems L.L.C. 300 Growth Pkwy Ste A Angola, IN 46703 - 9326 DEFINITIONS . The following definitions apply when used in this Note . "Borrower" means Tradition Leasing Systems L . L . C .. "Coll

December 30, 2022 EX-10.27

Tradition Transportation Group, Inc. and Subsidiaries - Loan #19011000109 - First Financial Bank N.A. - Date 07272022 and Maturity 01272027

Exhibit 10.27 BUSINESS LOAN AGREEMENT Principal $600,000.00 Loan Date I Maturity I Loan No I I 04 - 22 - 2022 04 - 22 - 2032 19011000085 Call/ Coll 57 Account TRADITT 00 I I Officer I F24 !(l J' - ?,10, - - - References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item . Any item above containing "***" has been omitted d

December 30, 2022 EX-10.8

Original Lease Agreement (300 Growth Parkway, Angola Indiana) between Hanning & Bean Enterprises Inc. and Tradition Logistics, LLC dated January 6, 2022

Exhibit 10.8 STANDARD FORM COMMERCIAL/INDUSTRIAL LEASE THIS LEASE, dated this 20th of June 2016, by and between Hanning & Bean Enterprises Inc.("Lessor") and Tradition Logistics L.L.C. ("Lessee"). ARTICLE 1: LEASED PREMISES The Lessor hereby leases to the Lessee and Lessee hereby leases from the Lessor, the west part of that certain building commonly known as 300 Growth Parkway, Angola Indiana whi

December 30, 2022 EX-10.37

Conformed copy of Assignment and Pledge of Stock Agreement dated December 28, 2022 by and between Joseph M. Davis to James L. Evans

Exhibit 10.37 ASSIGNMENT AND PLEDGE OF STOCK THIS ASSIGNMENT AND PLEDGE OF STOCK (?Assignment?) is made and entered into as of the 28th day of December 2022 (the ?Effective Date?), by and between JOSEPH M. DAVIS, an individual residing in the state of Indiana (the ?Grantor?), and JAMES L. EVANS, an individual residing in the State of Indiana (the ?Secured Party?). Recitals A. In accordance with th

November 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarter ended September 30, 2022 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-53554 AQUA POWER SYS

October 7, 2022 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 6, 2022 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer o

October 7, 2022 EX-10.1

Letter of Intent

Exhibit 10.1 THIS LETTER OF INTENT (the "Document") made as of this 6 day of October, 2022 (the "Execution Date"), BETWEEN: Aqua Power Systems, Inc. a Nevada Corporation located at 2180 Park Avenue North Unit 200 Winter Park, FL 32789 (the ?Purchaser?) Stephen Carnes, a Florida Resident located at 2180 Park Avenue North Unit 200 Winter Park, FL 32789 (the ?Controlling Shareholder?) Joe Davis an In

October 7, 2022 EX-99.1

Aqua Power Systems, Inc. Enters Letter of Intent (“LOI”) Agreement to Acquire North American Logistics Operation

Exhibit 99.1 Aqua Power Systems, Inc. Enters Letter of Intent (?LOI?) Agreement to Acquire North American Logistics Operation Winter Park, FL, October 7, 2022 - Aqua Power Systems, Inc. (US OTC: APSI) is pleased to announce today via SEC Form 8-K Filing of a Letter of Intent (?LOI?) that it has entered into exclusive negotiations to acquire all outstanding shares of Tradition Transportation Group,

July 27, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarter ended June 30, 2022 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-53554 AQUA POWER SYSTEMS

June 30, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ? Annual Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended March 31, 2022. OR ? Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from ???????????????????? to ?????????????????????. Com

June 29, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? Annual Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended March 31, 2022. OR ? Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from ???????????????????? to ?????????????????????. Commi

May 20, 2022 EX-99.1

IN THE CIRCUIT COURT OF THE NINTH JUDICIAL CIRCUIT IN AND FOR ORANGE COUNTY, FLORIDA CIVIL ACTION

Exhibit 99.1 IN THE CIRCUIT COURT OF THE NINTH JUDICIAL CIRCUIT IN AND FOR ORANGE COUNTY, FLORIDA CIVIL ACTION AQUA POWER SYSTEMS INC. ) ) Plaintiff, ) ) Case No. 2021-CA-010631-O v. ) ) TADASHI ISHIKAWA, ) ) Defendant. ) ) DEFAULT FINAL JUDGMENT THIS CAUSE having been heard on Plaintiff Aqua Power System Inc.'s (?APSI?) Motion for Default Judgment against Defendant, Tadashi Ishikawa ("Ishikawa")

May 20, 2022 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2022 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer of I

April 28, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2022 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer of

February 16, 2022 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2022 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer

February 7, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarter ended December 31, 2021 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-53554 AQUA POWER SYST

November 29, 2021 CORRESP

HILL INNOVATIVE LAW, LLC 4140 ROSWELL RD. NE ATLANTA, GA 30342 (404) 394-4342 [email protected]

HILL INNOVATIVE LAW, LLC 4140 ROSWELL RD. NE ATLANTA, GA 30342 (404) 394-4342 [email protected] November 29, 2021 VIA ELECTRONIC EDGAR FILING Office of Energy & Transportation Division of Corporation Finance Securities and Exchange Commission Washington DC 20549 Re: AQUA POWER SYSTEMS, INC. Amendment No. 1 to Form 10-12G Filed October 28, 2021 File No. 000-56361 Ladies and Gentlemen: We

November 29, 2021 10-12G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 AQUA POWER SYSTEMS INC. (Exact na

10-12G/A 1 apsi1012ga1.htm FORM 10 AMENDMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of in

October 28, 2021 EX-3.2

Certificate of Designation filed September 9, 2015

Exhibit 3.2

October 28, 2021 EX-99.1

Custodial Order filed December 1, 2020

Exhibit 99.1 2

October 28, 2021 EX-10.1

Custodian Services Agreement dated December 1, 2020

Exhibit 10.1 CUSTODIAN SERVICES AGREEMENT This Custodian Services Agreement (the ?Agreement?) is entered into as of the 1st day of December 2020, between Aqua Power Systems Inc. (the ?Company") and Small Cap Compliance, LLC, (?SCC"). 1. Independent Consultant. Subject to the terms and conditions of this Agreement, the Company hereby engages SCC as an independent contractor to perform the services

October 28, 2021 EX-3.1.2

Certificate of Amendment by Custodian dated December 7, 2020

Exhibit 3.1.2

October 28, 2021 10-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 AQUA POWER SYSTEMS INC. (Exact name of registrant as s

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 27-4213903 (I.R.S. Employer Identific

October 28, 2021 EX-3.2.1

Certificate of Amendment to Designation filed December 7, 2020

Exhibit 3.2.1 1 CERTIFICATE OF AMENDMENT OF CONVERTIBLE SERIES B PREFERRED STOCK FOR AQUA POWER SYSTEMS INC. It is hereby certified that: 1. The name of the Corporation is Aqua Power Systems Inc. [hereinafter called the "Corporation"]. 2. The Certificate of Incorporation, as amended, of the Corporation authorizes the issuance of 1,000,000 (One Million) shares of Series B Preferred Stock, $.001 par

October 28, 2021 EX-3.3

Bylaws of the Registrant dated December 9, 2010

Exhibit 3.3 BYLAWS OF NC SOLAR, INC. A Nevada Corporation As of December 9, 2010 ARTICLE I Meetings of Stockholders Section 1.1 Time and Place. Any meeting of the stockholders may be held at such time and such place, either within or without the State of Nevada, as shall be designated from time to time by resolution of the board of directors or as shall be stated in a duly authorized notice of the

October 28, 2021 EX-3.1.1

Certificate of Amendment to the Articles of Incorporation filed August 5, 2014

Exhibit 3.1.1

October 28, 2021 EX-99.2

Certificate of Reinstatement/Revival dated December 7, 2020

Exhibit 99.2 1

October 28, 2021 EX-3.1

Articles of Incorporation filed December 9, 2010

Exhibit 3.1 ROSS MILLER Secretary of State 204 North Carson Street, Suite 4 Carson City, Nevada 89701-4520 (775) 684-5708 Website: www.nvsos.gov Articles of Incorporation (PURSUANT TO NRS CHAPTER 78) Filed in the office of /s/ Ross Miller Ross Miller Secretary of State State of Nevada Document Number 20100915683-75 Filing Date and Time 12/09/2010 2:38 PM Entity Number E0587302010-0 USE BLACK INK O

October 28, 2021 EX-99.3

Order to Discharging Custodian filed March 4, 2021

Exhibit 99.3

September 27, 2021 EX-99.1

IN THE CIRCUIT COURT OF THE NINTH JUDICIAL CIRCUIT ORANGE COUNTY, FLORIDA CIVIL ACTION

Exhibit 99.1 IN THE CIRCUIT COURT OF THE NINTH JUDICIAL CIRCUIT ORANGE COUNTY, FLORIDA CIVIL ACTION AQUA POWER SYSTEMS INC. ) ) Plaintiff, ) ) v. ) Case No. 2021-CA-004680-O ) PARAMOUNT TRADING COMPANY INC. ) ) Defendant. ) ORDER ON DEFAULT FINAL JUDGMENT & FINAL JUDGMENT THIS CAUSE having been heard on Plaintiff Aqua Power System Inc.'s ("APSI") Motion for Default Judgment against Paramount Tradi

September 27, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2021 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employe

September 23, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 23, 2021 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employe

September 23, 2021 EX-99.1

IN THE CIRCUIT COURT OF THE NINTH JUDICIAL CIRCUIT ORANGE COUNTY, FLORIDA CIVIL ACTION

Exhibit 99.1 IN THE CIRCUIT COURT OF THE NINTH JUDICIAL CIRCUIT ORANGE COUNTY, FLORIDA CIVIL ACTION AQUA POWER SYSTEMS INC. ) ) Plaintiff, ) ) v. ) Case No. 2021-CA-004682-0 ) SILVERTON SA, INC., ) ) Defendant. ) ORDER ON DEFAULT FINAL JUDGMENT THIS CAUSE having been heard on Plaintiff Aqua Power System Inc.'s ("APSI") Motion for Default Judgment against Silverton SA, Inc. ("Silverton"), and the C

August 6, 2021 EX-99.1

1 2 3 4 5 6 7 8 9 10 In re: ) ) CASENO.: DEPTNO.: A - 21 - 828527 - B XIII 11 AQUA POWER SYSTEMS, INC., a Nevada ) Corporation, ) 12 ) 13 (Application of Stephen Carnes) ) ) 14 15 16 19 20 21 22 23 26 27 28 ELECTRONICALLY SERVED 8/5/2021 5:11 PM Elec

Exhibit 99.1 1 2 3 4 5 6 7 8 9 10 In re: ) ) CASENO.: DEPTNO.: A - 21 - 828527 - B XIII 11 AQUA POWER SYSTEMS, INC., a Nevada ) Corporation, ) 12 ) 13 (Application of Stephen Carnes) ) ) 14 15 16 19 20 21 22 23 26 27 28 ELECTRONICALLY SERVED 8/5/2021 5:11 PM Electronically Filed 15:lOPM CLER K O F TH E COURT ORDR PETER L. CHASEY, ESQ. Nevada Bar No. 007650 CHASEY LA W OFFICES 3295 N. Fort Apache R

August 6, 2021 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2021 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer of

April 26, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2021 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer of

March 1, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2021 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or Other Jurisdiction (Commission (I.R.S. Employer of

December 15, 2020 15-15D

- FORM 15

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: 333-183272 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified i

January 4, 2016 8-K

Aqua Power Systems FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 4, 2015 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or other jurisdiction of incorporation) (Commission

November 17, 2015 NT 10-Q

Aqua Power Systems NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-183272 CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended September 30, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition R

November 5, 2015 EX-16.1

EX-16.1

Exhibit 16.1

November 5, 2015 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 2, 2015 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or other jurisdiction of incorporation) (Commission

November 4, 2015 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 9, 2015 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or other jurisdiction of incorporation) (Commission

November 4, 2015 EX-10.1

EX-10.1

Exhibit 10.1

September 10, 2015 EX-10.1

SCHEDULE “A” CERTIFICATE OF DESIGNATIONS AQUA POWER SYSTEMS INC. ESTABLISHING THE DESIGNATIONS, PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS OF ITS SERIES A CONVERTIBLE PREFERRED STOCK

Exhibit 10.1 SCHEDULE ?A? CERTIFICATE OF DESIGNATIONS OF AQUA POWER SYSTEMS INC. ESTABLISHING THE DESIGNATIONS, PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS OF ITS SERIES A CONVERTIBLE PREFERRED STOCK Pursuant to Section 78.1955 of the Nevada Revised Statutes, Aqua Power Systems Inc., a corporation organized and existing under the Nevada Revised Statutes (the ?Company?), DOES HEREBY CERTIFY that p

September 10, 2015 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 9, 2015 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or other jurisdiction of incorporation) (Commission

August 19, 2015 10-Q

Aqua Power Systems FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-183272 AQUA POWER SYSTE

August 17, 2015 NT 10-Q

Aqua Power Systems NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-183272 CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended June 30, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report

July 14, 2015 EX-21.1

List of Subsidiaries:

Exhibit 21.1 List of Subsidiaries: 1. Stoneville Solar, LLC, a North Carolina limited liability company;

July 14, 2015 8-K/A

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest event Reported): June 19, 2015 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-18272 27-4213903 (State or other jurisdiction of (Commission File Number) (IR

July 14, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2015 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ ] to [ ] Commission file number: 333-183272 AQUA POW

June 30, 2015 NT 10-K

Aqua Power Systems FORM NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-18272 CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): x Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended March 31, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report

June 19, 2015 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest event Reported): June 19, 2015 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-18272 27-4213903 (State or other jurisdiction of (Commission File Number) (IRS

June 19, 2015 EX-10.1

SHARE EXCHANGE AGREEMENT

Exhibit 10.1 SHARE EXCHANGE AGREEMENT This Share Exchange Agreement, dated as of June 19, 2015, (this ?Agreement?) by and among Aqua Power Systems Inc., a State of Nevada corporation having its executive offices at 1107 Town Creek Road, Eden, North Carolina, USA 27288, (?APSI?), and Aqua Power System Japan Kabushiki Kaisha, (?AP Japan?), a corporation in Japan with an office at 2-7-17 Omorihoncho,

June 4, 2015 8-K/A

Aqua Power Systems FORM 8-K/A (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest event Reported): May 29, 2015 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-18272 27-4213903 (State or other jurisdiction of (Commission File Number) (IRS

May 29, 2015 EX-10.2

TERMINATION AGREEMENT

Exhibit 10.2 TERMINATION AGREEMENT THIS AGREEMENT is made effective as of the 29th day of May, 2015. AMONG: AQUA POWER SYSTEMS INC., a State of Nevada corporation having its executive offices at 1107 Town Creek Road, Eden, North Carolina, USA 27288, (?Pubco?) AND: AQUA POWER SYSTEM JAPAN KABUSHIKI KAISHA, a corporation in Japan with an office at 2-7-17 Omorihoncho, Tokyo, Ota-ku, Japan, 143-0011,

May 29, 2015 8-K

Aqua Power Systems FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 29, 2015 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or other jurisdiction of incorporation) (Commission File

May 29, 2015 EX-10.3

License and option AGREEMENT

Exhibit 10.3 License and option AGREEMENT THIS AGREEMENT is made effective as of the 29th day of May, 2015. AMONG: AQUA POWER SYSTEMS INC., a State of Nevada corporation having its executive offices at 1107 Town Creek Road, Eden, North Carolina, USA 27288, (the ?Licensee?) AND: AQUA POWER SYSTEM JAPAN KABUSHIKI KAISHA, a corporation in Japan with an office at 2-7-17 Omorihoncho, Tokyo, Ota-ku, Jap

April 14, 2015 EX-10.1

Share Purchase AGREEMENT

Exhibit 10.1 Share Purchase AGREEMENT THIS AGREEMENT is made effective as of the 9th day of April, 2015. AMONG: AQUA POWER SYSTEMS INC., a State of Nevada corporation having its executive offices at 1107 Town Creek Road, Eden, North Carolina, USA 27288, (?Pubco?) AND: AQUA POWER SYSTEM JAPAN KABUSHIKI KAISHA, a corporation in Japan with an office at 2-7-17 Omorihoncho, Tokyo, Ota-ku, Japan, 143-00

April 14, 2015 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 9, 2015 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or other jurisdiction of incorporation) (Commission Fil

February 18, 2015 NT 10-Q

APSI / Aqua Power Systems Inc. NT 10-Q - - NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-183272 CUSIP NUMBER 03790A 105 NOTIFICATION OF LATE FILING (Check one): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended December 31, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Tr

February 18, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2014 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-183272 AQUA POWER S

November 19, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-183272 AQUA POWER SYS

November 17, 2014 NT 10-Q

APSI / Aqua Power Systems Inc. NT 10-Q - - FORM NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-183272 CUSIP NUMBER 03790A 105 NOTIFICATION OF LATE FILING (Check one): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended September 30, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ T

August 19, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-183272 AQUA POWER SYSTE

August 15, 2014 NT 10-Q

APSI / Aqua Power Systems Inc. NT 10-Q - - FORM NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-183272 CUSIP NUMBER 03790A 105 (Check one): ¨Form 10-K o Form 20-F o Form 11-K ý Form 10-Qo Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Tr

August 13, 2014 EX-3.1

EX-3.1

August 13, 2014 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 12, 2014 AQUA POWER SYSTEMS INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or other jurisdiction of incorporation) (Commission F

July 31, 2014 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 18, 2014 NC SOLAR, INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or other jurisdiction of incorporation) (Commission File Number)

July 14, 2014 10-KT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ¨ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 or x TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from April 30, 2013 to March 31, 2014 Commission file number: 333-183272 NC Solar, Inc. (Exact name

July 14, 2014 EX-21.1

List of Subsidiaries

Exhibit 21.1 List of Subsidiaries · Stoneville Solar, LLC – a North Carolina limited liability company established on December 14, 2010.

July 1, 2014 NT 10-K

APSI / Aqua Power Systems Inc. NT 10-K - - NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: August 31, 2015 Estimated average burden hours per response………………………... 2.50 SEC FILE NUMBER 333-183272 CUSIP NUMBER (Check one): ý Form 10-K o Form 20-F o Form 11-K ¨ Form 10-Qo Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2

June 10, 2014 EX-10.1

Dated as of May 28, 2014 By and Among JEFFREY ALT, MATTHEW CROSLIS, TADASHI ISHIWAKI, NC SOLAR, INC. Stock Purchase Agreement

Article I Stock Purchase Agreement Dated as of May 28, 2014 By and Among JEFFREY ALT, MATTHEW CROSLIS, TADASHI ISHIWAKI, and NC SOLAR, INC.

June 10, 2014 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 28, 2014 NC SOLAR, INC. (Exact name of registrant as specified in its charter) Nevada 333-183272 27-4213903 (State or other jurisdiction of incorporation) (Commission File Number)

March 17, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2014 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 333-183272 NC S

February 18, 2014 POS AM

- POS AM

As filed with the Securities and Exchange Commission on February 18, 2014 Registration No.

February 6, 2014 POS AM

- POS AM

As filed with the Securities and Exchange Commission on February 6, 2014 Registration No.

January 28, 2014 POS AM

- POS AM

As filed with the Securities and Exchange Commission on January 28, 2014 Registration No.

December 16, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2013 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 333-183272 NC S

September 19, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2013 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 333-183272 NC SOLA

September 17, 2013 NT 10-Q

- FORM NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: August 31, 2015 Estimated average burden hours per response………………………... 2.50 SEC FILE NUMBER 333-183272 CUSIP NUMBER (Check one): ¨Form 10-K o Form 20-F o Form 11-K ý Form 10-Qo Form 10-D o Form N-SAR o Form N-CSR For Period Ended: July 31, 201

July 29, 2013 EX-21.1

List of Subsidiaries

Exhibit 21.1 List of Subsidiaries ? Stoneville Solar, LLC ? a North Carolina limited liability company established on December 14, 2010.

July 29, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended April 30, 2013 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-183272 NC Solar, Inc. (

March 15, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 333-183272 NC S

December 14, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2012 o TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number:333-183272 NC SOLAR, INC. (

October 22, 2012 CORRESP

-

NC Solar, Inc. 1107 Town Creek Road Eden, NC 27288 October 22, 2012 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-6010 Re: NC Solar, Inc. Registration Statement on Form S-1 File No. 333-183272 Dear Sir or Madam: Request is hereby made for the acceleration of the effective date of the Registration Statement on Form S-1 fo

October 12, 2012 CORRESP

-

NC Solar, Inc. 1107 Town Creek Road Eden, NC 27288 October 12, 2012 VIA EDGAR and FEDERAL EXPRESS Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Attn: Mara L. Ransom, Assistant Director Re: NC Solar, Inc. Registration Statement on Form S-1 Filed September 28, 2012 File No. 333-183272 Dear Ms. Ransom: NC Solar, Inc. (“Ultimate Rack” or, t

October 12, 2012 S-1/A

- AMENDMENT TO FORM S-1

As filed with the Securities and Exchange Commission on October 12, 2012 Registration No.

September 28, 2012 S-1/A

- S-1/A

As filed with the Securities and Exchange Commission on September 28, 2012 Registration No.

September 28, 2012 CORRESP

-

NC Solar, Inc. 1107 Town Creek Road Eden, NC 27288 September 28, 2012 VIA EDGAR and FEDERAL EXPRESS Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Attn: Mara L. Ransom, Assistant Director Re: NC Solar, Inc. Registration Statement on Form S-1 Filed August 13, 2012 File No. 333-183272 Dear Ms. Ransom: NC Solar, Inc. (“Ultimate Rack” or, th

August 13, 2012 EX-10.3

NC GreenPower and Stoneville Solar LLC Generation Agreement

NC GreenPower and Stoneville Solar LLC Generation Agreement Stoneville Solar LLC Attn: Mr.

August 13, 2012 EX-3.1

Articles of Incorporation (PURSUANT TO NRS CHAPTER 78)

Exhibit 3.1 ROSS MILLER Secretary of State 204 North Carson Street, Suite 4 Carson City, Nevada 89701-4520 (775) 684-5708 Website: www.nvsos.gov Articles of Incorporation (PURSUANT TO NRS CHAPTER 78) Filed in the office of /s/ Ross Miller Ross Miller Secretary of State State of Nevada Document Number 20100915683-75 Filing Date and Time 12/09/2010 2:38 PM Entity Number E0587302010-0 USE BLACK INK O

August 13, 2012 EX-3.2

NC SOLAR, INC. A Nevada Corporation As of December 9, 2010 ARTICLE I Meetings of Stockholders

EX-3.2 3 v321146ex3-2.htm EXHIBIT 3.2 BYLAWS OF NC SOLAR, INC. A Nevada Corporation As of December 9, 2010 ARTICLE I Meetings of Stockholders Section 1.1 Time and Place. Any meeting of the stockholders may be held at such time and such place, either within or without the State of Nevada, as shall be designated from time to time by resolution of the board of directors or as shall be stated in a dul

August 13, 2012 EX-10.2

SERVICE LOGISTICS AND WAREHOUSE, LLC 302 S.HENRY STREET, STONEVILLE, NC 27048 336-573-3902 Phone 336-573-3919 Fax STANDARD WAREHOUSE LEASE

EX-10.2 6 v321146ex10-2.htm EXHIBIT 10.2 SERVICE LOGISTICS AND WAREHOUSE, LLC 302 S.HENRY STREET, STONEVILLE, NC 27048 336-573-3902 Phone 336-573-3919 Fax STANDARD WAREHOUSE LEASE 1. Parties and Property: This Standard Warehouse Lease ("Lease") dated April 1, 2011 between Service Logistics & Warehousing, LLC ("Landlord"), and Stoneville Solar LLC ("Tenant"), whereby Landlord hereby agrees to lease

August 13, 2012 S-1

Registration Statement - FORM S-1

As filed with the Securities and Exchange Commission on August 13, 2012 Registration No.

August 13, 2012 EX-10.1

PURCHASED POWER AGREEMENT THIS PURCHASED POWER AGREEMENT (“Agreement”) is made this 21st day of February, 2011, by and between DUKE ENERGY CAROLINAS, LLC, a North Carolina Limited Liability Company ("Company"), and STONEVILLE SOLAR, LLC, ("Supplier"

Standard Form Contract - Schedule PP-H(NC)/PP-N(NC) NCUC Docket No. E-100, Sub 117 (Revised November1, 2008) PURCHASED POWER AGREEMENT between DUKE ENERGY CAROLINAS, LLC and STONEVILLE SOLAR, LLC “Stoneville Solar PV Installation” Contract Number: 2011-11 Contract Date: February 21, 2011 Initial Delivery Date: April 14, 2011 NC STANDARD PPA.DOC (Revised November 1, 2008) NCUC Docket No. E-100, Sub

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