UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (I.R.S. Employer Identification Number) |
Fuqing City,
(Address of principal executive offices)
(
(Registrant’s telephone number, including area code)
| Not applicable | ||
| (Former address, if changed 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 (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
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Securities registered pursuant to Section 12(b) of the Act:
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| N/A | N/A | N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On November 17, 2023, the Company amended its Articles of Incorporation with the Nevada Secretary of State (“Charter Amendment”) to effect the name change of the Company from “Heyu Biological Technology Corporation” to “Hongchang International Co., Ltd.”
The Charter Amendment was approved by the Company’s Board of Directors on October 6, 2023. The record date established by the Company for purposes of determining the number of outstanding shares of Common Stock of the Company for the Charter Amendment was October 6, 2023, and the number of outstanding shares of Common Stock on the record date was 518,831,368. On the record date, our controlling shareholder, Zengqiang Investment Limited, held 353,322,843 shares of common stock, or approximately 68.1% of the total outstanding shares on the record date, approved the Charter Amendment.
The Company has filed an Issuer Company-Related Action Notification Form with FINRA to reflect the name change and apply for a new stock symbol and is awaiting approval of the corporate action.
A copy of the Certificate of Amendment filed with the Nevada Secretary of State on November 17, 2023 is attached hereto as Exhibit 3.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit | Description | |
| 3.1 | Certificate of Amendment of Articles of Incorporation filed with the Nevada Secretary of State on November 17, 2023. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL Document) |
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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.
| Hongchang International Co., Ltd | ||
| Dated: November 21, 2023 | By: | /s/ Zengqiang Lin |
| Zengqiang Lin | ||
| Director, Chief Executive Officer and President | ||
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