UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): ~~Janauary 11~~April 14, 2017

STERLING GROUP VENTURES, INC.
(Exact name of registrant as specified in its charter)

Nevada	000-51775	~~72-1535634~~	72-1535634
(State or other jurisdiction	(Commission	~~(IRS Employer~~	(IRS Employer
of incorporation)	File Number)	~~Identification No.)~~	Identification No.)
Unit 2, 155 Water Street
Vancouver, B.C., Canada		V6B 1A7
(Address of principal executive offices)		(Zip Code)

Unit 2, 155 Water Street,
Vancouver, B.C., Canada	V6B 1A7
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (604) 564-0765

N n/Aa (Former name or former address, if changes 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:

~~[ ]~~ ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

~~[ ]~~ ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

~~[ ]~~ ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

~~[ ]~~ ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

Section 24 –- Matters Related to Accountants and Financial ~~Information~~Statements

ITEM 24.01 ~~Completion~~. ofChange ~~Acquisition~~in orRegistrant's ~~Disposition~~Certifying ~~of Assets~~ Accountant.

On ~~November~~April ~~11th~~14, ~~2016~~2017, ~~as previously disclosed on Form 8-K filed November 16, 2016,~~ Sterling Group Ventures, Inc. ("~~Sterling~~SGGV") ~~signed~~or athe ~~definitive~~"Company") ~~share~~dismissed ~~exchange~~BDO ~~agreement~~Canada, ~~with~~LLP ~~Euroclub Holding Ltd.~~ ("~~Euroclub~~BDO") ~~and~~as ~~its~~the ~~shareholders~~Company's independent registered public accounting firm.

OnEffective ~~January~~April 1114, 2017, asthe ~~previously~~Company ~~disclosed~~appointed onMNP ~~Form~~LLP ~~8-K~~("MNP") ~~filed~~as ~~January~~independent ~~16,~~registered ~~2017,~~public ~~Sterling~~accounting ~~closed~~firm for the ~~transactions~~Company's ~~contemplated~~fiscal byyear ~~the~~ended ~~Share~~December ~~Exchange~~31, ~~Agreement~~2017. ~~and~~The ~~issued~~Company's ~~170,285,696~~decision ~~common~~to ~~shares~~replace ~~and~~BDO ~~791,500~~with ~~redeemable~~MNP ~~and~~was ~~exchangeable~~approved ~~preferred~~by ~~shares~~the toBoard ~~Euroclub's~~of ~~shareholders~~Directors of the Company.

As The aBDO ~~result~~reports ofon the ~~acquisition,~~Company's ~~Mr.~~financial ~~Nick~~statements ~~Mellios,~~as ~~the~~of ~~founder~~May 31, ~~CEO~~2016 and ~~shareholder~~2015 ofand ~~Euroclub,~~for ~~who~~the ~~resides~~years inended ~~Vancouver~~May 31, ~~British~~2016 ~~Columbia,~~and ~~was~~2015 ~~been~~did ~~appointed~~not ~~CEO~~contain ofan ~~Sterling.~~adverse ~~Mr.~~opinion ~~Mellios~~or ~~replaced~~disclaimer ~~Mr.~~of ~~Tsakok~~opinion, ~~MBA,~~nor ~~CFA~~were assuch ~~CEO,~~reports ~~who~~qualified ~~will~~or ~~remain~~modified anas ~~independent~~to ~~director~~uncertainty, ~~and~~audit ~~Chairman~~scope ofor ~~the~~accounting ~~Audit Committee~~principles.

~~Euroclub~~ During isthe ayears ~~well-established~~ended ~~online~~May ~~gaming~~31, ~~company~~2016 ~~that~~and ~~provides~~2015 ~~a B2B~~ and ~~B2C~~through ~~multi-gaming~~February ~~platform~~8, ~~under~~2017, ~~the~~there ~~MOJO~~were ~~brand~~no ~~name~~disagreements with BDO aon ~~full~~any ~~suite~~matters of ~~social~~accounting ~~and~~principles ~~real~~or ~~money gaming products~~practices, ~~including~~financial ~~online~~statement ~~poker,~~disclosure ~~casino~~or ~~games,~~auditing ~~and~~scope ~~third~~or ~~party integrations to live dealer~~procedure, ~~e-sports~~which, ~~sports~~if ~~betting~~not ~~and~~resolved ~~skill~~to ~~games. Mojo~~the ~~offers~~satisfaction ~~B2B~~of ~~partners~~BDO, ~~both~~would ~~API~~have ~~integrated~~caused ~~and~~BDO ~~turnkey~~to ~~white~~make ~~label~~reference ~~licensing~~to ~~options~~the ~~with~~subject ~~comprehensive~~matter ~~global~~of ~~payment~~the ~~processing.~~disagreement ~~Mojo's registered office is~~ in ~~Malta~~their ~~with~~reports 25on ~~technical~~the ~~staff~~Company's infinancial ~~Vancouver,~~statements ~~Dublin~~for ~~and~~such ~~Barcelona and support over 20 B2B partners and B2C operations with gaming licenses in Malta and Curacao~~years.

~~Section~~ The 3Company –has provided BDO a copy of the foregoing statements and requested a letter from BDO to the Securities and ~~Trading~~Exchange ~~Markets~~Commission stating whether BDO agrees with the above statements.

~~ITEM~~ During ~~3.02 Unregistered~~the ~~Sales~~years Ofended ~~Equity~~May ~~Securities~~31, 2016 and 2015 and through April 14, 2017, neither the Company nor anyone acting on behalf of the Company, consulted with MNP with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that would have been rendered on the Company's financial statements, or any other matters set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.

In Section ~~connection~~5 ~~with~~- ~~the~~Corporate ~~transactions~~Governance ~~described in Item 2.01 above, on January 11, 2017, the Company issued 170,285,696 common shares~~ and ~~791,500~~Management redeemable and exchangeable preferred shares to Euroclub's shareholders. Each preferred is redeemable at $5, subject to conditions, or exchangeable for 25 Sterling common shares per preferred share. For each exchangeable common share the owner is entitled, 5 warrants were issued exercisable at $0.15 each with a term of 3 years.

~~Section~~ ITEM ~~9 –~~5.03. ~~Financial~~Amendments ~~Statements~~to ~~and~~Articles ~~Exhibits~~of Incorporation or Bylaws; Change in Fiscal Year.

~~ITEM~~ On ~~9.01~~April ~~Financial~~14, ~~Statements~~2017, ~~and~~the ~~Exhibits~~Board of Directors approved the changing of the Company's fiscal year end from May 31 to December 31. A transition report covering the period from May 31, 2016 to December 31, 2016 will be filed on Form 10-K.

The Financial Statements relating to the business acquisition have not been filed with this Form 8-K. The Company was unable to file the required financial statements within 71 days after the date on which this Current Report on Form 8-K was required to be filed pursuant to Item 2.01, however it will file the required financial statements as soon as practicable.

SIGNATURES

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.

STERLING GROUP VENTURES, INC.

/s/Nicolaos Mellios
Nicolaos Mellios
Chairman & CEO

April 1217, 2017

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