The SEC has instituted a Section 12(j) administrative proceeding against Real Brands, Inc. after the company stopped filing periodic reports following its Form 10-Q for the quarter ended March 31, 2024. The reporting failure comes after a notable change in the company's operating story. Real Brands had positioned itself as a vertically integrated participant in the hemp-derived CBD market, but later disclosed that it had not resumed CBD operations following the pandemic and had instead become a distributor of Popping Boba through an investment relationship. Its final quarterly filing reported no revenue, only $22,422 in cash, a stockholders' deficit exceeding $1.4 million and approximately 2.69 billion common shares outstanding. Meanwhile, unsolicited quotations for RLBD continue on OTC Link ATS.
U.S. Securities and Exchange Commission (SEC)
Official Release: https://www.sec.gov/files/litigation/admin/2026/34-106440.pdf
NEWS:
The U.S. Securities and Exchange Commission instituted administrative proceedings against Real Brands, Inc. on September 21, 2026 under Section 12(j) of the Securities Exchange Act. The Commission identifies Real Brands, CIK No. 1084133, as a Nevada corporation located in North Providence, Rhode Island with securities registered under Section 12(g). According to the SEC, the company has filed no periodic reports since its Form 10-Q covering the quarter ended March 31, 2024. Despite that gap, unsolicited quotations for Real Brands common stock continue to be submitted through OTC Link ATS under the ticker RLBD. The SEC further alleges that the company repeatedly failed to satisfy its periodic reporting obligations and failed to heed a delinquency letter, or potentially did not receive the letter because it failed to maintain a valid address with the Commission.
Real Brands' own historical filings make the reporting breakdown more significant than a routine late-filing case. The company described itself as an early participant in the hemp-derived CBD industry, with operations involving CBD extraction, oils, isolates, consumer products, celebrity-branded products and white-label manufacturing. Its present corporate structure followed a 2020 reverse merger involving Canadian American Standard Hemp Inc., after which CASH shareholders obtained majority control and CASH continued as a wholly owned subsidiary. By its 2023 annual report, however, Real Brands disclosed that it had not resumed operations in the CBD market following the pandemic. Instead, it had become a distributor of Popping Boba through its relationship with Boh Bah Inc.
The company's final quarterly filing provides a more concrete picture of the condition of the business immediately before reporting stopped. For the three months ended March 31, 2024, Real Brands reported no revenue, compared with $22,247 in the prior-year period. Cash and cash equivalents stood at $22,422, while total stockholders' deficit had increased to approximately $1.44 million. The company recorded a quarterly net loss of approximately $152,067 and disclosed about $1.05 million of net property and equipment. It also reported that 2,690,640,226 common shares were outstanding as of May 15, 2024. Separately, Real Brands disclosed a $125,000 investment in Boh Bah Inc. representing approximately a 2% interest, together with a three-year pass-through distribution tied to top-line contribution.
That history creates a due-diligence issue different from an issuer whose business model remained stable before its filings became delinquent. Real Brands moved through multiple corporate identities over decades, entered the CBD sector, completed a reverse merger, disclosed that its original CBD operations had not resumed, shifted attention toward a food-product distribution relationship and then reported zero quarterly revenue before its SEC reporting ceased. Yet RLBD continues to receive unsolicited OTC quotations. The September 21 order does not mean the company's registration has already been revoked; it begins the administrative process through which the Commission will determine whether suspension or revocation is appropriate. For investors, the central risk is that the market symbol remains visible while the most recent SEC financial information dates back to early 2024.
KEY POINTS:
- The SEC instituted Section 12(j) proceedings against Real Brands, Inc. on September 21, 2026.
- The matter is Exchange Act Release No. 106440 and Administrative Proceeding File No. 3-22737.
- Real Brands' CIK is 1084133 and its OTC symbol is RLBD.
- The SEC says no periodic report has been filed since the Form 10-Q for the quarter ended March 31, 2024.
- Unsolicited quotations for RLBD continue to be submitted through OTC Link ATS.
- Real Brands historically focused on hemp-derived CBD extraction, manufacturing and consumer products.
- The company completed a reverse merger involving Canadian American Standard Hemp Inc. in 2020.
- Its 2023 Form 10-K said the company had not resumed CBD operations following the pandemic and had become a distributor of Popping Boba.
- The March 2024 quarter reported zero revenue, approximately $22,422 in cash and a net loss of about $152,067.
- Stockholders' deficit was approximately $1.44 million at March 31, 2024.
- Approximately 2.69 billion common shares were outstanding as of May 15, 2024.
- Real Brands disclosed a $125,000 investment representing roughly 2% of Boh Bah Inc.
- The SEC proceeding could ultimately lead to suspension or revocation of the securities registration, but the September 21 order itself is not a final revocation.