UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement.
On August 27, 2024, Hangzhou Zhuyi Technology Co., Ltd. (“Hangzhou Zhuyi”), a wholly-owned subsidiary of Jingbo Technology, Inc. (the “Company”), entered into a shares transfer agreement, with Qiaofei Li and Haikou Zhuyi Technology Co., a wholly-owned subsidiary of Hangzhou Zhuyi. Pursuant to the agreement, Hangzhou Zhuyi transferred all the equity interest of Haikou Zhuyi to Qiaofei Li for consideration of $0. Haikou Zhuyi has no material operations before the transfer, and Hangzhou Zhuyi received a valuation report from a third party before it entered into the agreement.
On the same date, Hangzhou Zhuyi entered into a shares transfer agreement with Lili Xu and Yibin Huibo Technology Co. (“Yibin”), which was 80% owned by Hangzhou Zhuyi. Pursuant to the shares transfer agreement, Hangzhou Zhuyi transferred all the equity interest it owned in Yibin to Lili Xu for consideration of $0. Yibin has no material operations before the transfer, and Hangzhou Zhuyi received a valuation report from a third party before it entered into the agreement.
On the same date, Hangzhou Zhuyi entered into a shares transfer agreement with Changsen Chi and Liangshan Tongfu Technology Co. (“Liangshan”), which was 67% owned by Hangzhou Zhuyi. Pursuant to the shares transfer agreement, Hangzhou Zhuyi transferred all the equity interest it owned in Liangshan to Changsen Chi for consideration of $0. Liangshan has no material operations before the transfer, and Hangzhou Zhuyi received a valuation report from a third party before it entered into the agreement.
Item 2.01 Completion of Acquisition or Disposition of Assets.
Disclosure in Item 1.01 is incorporated by reference into this Item 2.01.
On August 22, 2024, Hangzhou Zhuyi, the sole shareholder of Zhejiang Linglingyi Network Technology Co. (“Linglingyi”) passed a shareholder resolution. Pursuant to the resolution, given that Linglingyi has no material operations, the shareholder has decided to liquidate Linglingyi. The disposition process will be completed on September 11, 2024, the last day of announcement period, pursuant to the applicable laws in China.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Jingbo Technology, Inc. | ||
| Date: August 29, 2024 | By: | /s/ Guowei Zhang |
| Guowei Zhang, Chief Executive Officer | ||