Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
November 18 2024 - 6:05AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 6-K
REPORT OF FOREIGN
PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR
15d-16 UNDER THE
SECURITIES EXCHANGE
ACT OF 1934
For the month of
November 2024
Commission File Number:
001-39559
Lixiang Education
Holding Co., Ltd.
(Exact name of registrant as specified in its charter)
No. 818 Hua Yuan Street
Liandu District, Lishui City, Zhejiang Province,
323000
People’s Republic of China
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Lixiang Education Announces Results of Annual General
Meeting
Lixiang Education Holding Co., Ltd. (NASDAQ:
LXEH) (“Lixiang” or the “Company”), a prestigious private education service provider in China, today
announced that it held its annual general meeting of shareholders (the “AGM”) on November 18, 2024.
At
the AGM, the Company’s shareholders:
| ● | ratified
the appointment of Audit Alliance LLP, as the Company’s independent registered public
accounting firm for the fiscal year ended December 31, 2023, and the dismissal of WWC Professional
Corporation Limited, or WWC, P.C., the Company’s former independent registered public
accounting firm; |
| ● | approved
and ratified the report of Audit Alliance LLP, the Company’s independent registered
public accounting firm, relating to the Company’s consolidated balance sheets as of
December 31, 2023 and the related consolidated statements of operations and comprehensive
(loss)/income, changes in shareholders’ equity, and cash flows for the year ended December
31, 2023; |
| ● | approved
that the second memorandum and articles of association of the Company be amended and restated
by their deletion in their entirety and the substitution in their place of the third amended
and restated memorandum and articles of association of the Company (the “Amended M&A”)
in the form as set out in Annex A to the notice of the annual general meeting (the “Notice”)
filed with the Securities and Exchange Commission by the Company on November 1, 2024; and |
| ● | approved
that the authorised share capital of the Company be increased, re-classified and re-designated
as follows (together, the “Variation of Share Capital”): |
| (a) | by the creation of an additional 19,500,000,000 shares with
a par value of US$0.0001 each to rank pari passu in all respects with the existing shares, such that following such increase of capital,
the authorized share capital of the Company shall be US$2,000,000 divided into 20,000,000,000 shares of a par value of US$0.0001 each, |
| (b) | by re-designating 19,700,000,000 shares, including all of
the then issued and outstanding shares immediately prior to the Record Date (as defined in the Notice) (except for those held by Mengxiang
Holdings Limited) and certain authorized but unissued shares, as Class A Ordinary Shares of a par value of US$0.0001 each, |
| (c) | by re-designating 100,000,000 shares, including those held
by Mengxiang Holdings Limited immediately prior to the Record Date and certain authorized but unissued shares, as Class B Ordinary Shares
of a par value of US$0.0001 each, and |
| (d) | by re-designating 200,000,000 authorized but unissued shares
as shares of such class or classes (however designated) as the board of directors may determine in accordance with the Amended M&A, |
such that following Variation of Share
Capital, the authorised share capital of the Company shall be US$2,000,000 divided into (i) 19,700,000,000 Class A Ordinary Shares of
a par value of US$0.0001 each, (ii) 100,000,000 Class B Ordinary Shares of a par value of US$0.0001 each, and (iii) 200,000,000 shares
of a par value of US$0.0001 each of such class or classes (however designated) as the board of directors may determine in accordance with
the Amended M&A, and the register of members of the Company be updated to reflect the Variation of Share Capital as resolved above,
and that share certificates be issued to the holders thereof upon request, with full power and authority hereby granted to any director
of the Company to prepare, sign, seal and deliver any such share certificates.
SIGNATURE
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, thereunto duly authorized.
|
Lixiang Education Holding Co., Ltd. |
|
|
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By: |
/s/ Fen Ye |
|
|
Fen Ye |
|
|
Chairlady of the Board of Directors |
|
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Date: November 18, 2024 |
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