Grundläggande statistik
| LEI | 54930094TV6SSEXV2R56 |
| CIK | 1546383 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to KBS Fashion Group Limited
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
| September 4, 2025 |
Exhibit 10.1 DEBT EXCHANGE AGREEMENT This Debt Exchange Agreement (this “Agreement”), dated as of September 3, 2025, is entered into by and between JX Luxventure Group Inc, a corporation organized under the laws of the Marshall Islands (the “Company”). and Sun Lei (the “Holder”). The Company and the Holder are sometimes individually referred to herein as a “Party” or collectively, as the “Parties. |
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| September 4, 2025 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2025 (Report #1) Commission File Number 001-35715 JX Luxventure Group Inc. (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He L |
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| August 28, 2025 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 (Report No. 2) Commission File Number 001-35715 JX Luxventure Group Inc. (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He L |
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| August 4, 2025 |
AMENDMENT #2 TO JX Luxventure GROUP INC. 2022 EQUITY INCENTIVE PLAN Exhibit 10.1 AMENDMENT #2 TO JX Luxventure GROUP INC. 2022 EQUITY INCENTIVE PLAN This Amendment #2 (the “Plan Amendment”) to the JX Luxventure Group Inc. New 2022 Equity Incentive Plan, as amended by Amendment #1 (the “2022 EIP”), is entered into as of August 1, 2025, by JX Luxventure Group Inc., a non-resident domestic corporation incorporated in the Republic of the Marshall Islands (the “Company |
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| August 4, 2025 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 (Report No. 1) Commission File Number 001-35715 JX Luxventure Group Inc. (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He L |
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| July 29, 2025 |
2025 Strategic Cooperation Framework Agreement Exhibit 10.1 2025 Strategic Cooperation Framework Agreement Party A: Jin Xuan (Hainan) Holding Group Co., Ltd. Party B: Qingxiang (Hainan) Cross-Border E-Commerce Co., Ltd. After friendly negotiations and in accordance with the principles of equality, mutual benefit, and complementary advantages, Party A and Party B hereby establish a cooperative relationship. Both parties agree to integrate their |
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| July 29, 2025 |
JX Luxventure Announces the Transformative $15,000,000 Cooperation Agreement Exhibit 99.1 JX Luxventure Announces the Transformative $15,000,000 Cooperation Agreement HAIKOU, China, July 29, 2025 /PRNewswire/ JX Luxventure Group Inc. (Nasdaq: JXG) (the “Company”), a technology company engages in integrated tourism services, including tourism, duty-free cross-border goods, and comprehensive e-commerce technology solutions, today announced that, on July 27, 2025, Jin Xuan (H |
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| July 29, 2025 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 (Report No. 2) Commission File Number 001-35715 JX Luxventure Group Inc. (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou |
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| July 17, 2025 |
Exhibit 10.1 DEBT EXCHANGE AGREEMENT This Debt Exchange Agreement (this “Agreement”), effective as of July 14, 2025 (the “Effective Date”), is entered into by and between JX Luxventure Group Inc, a corporation organized under the laws of the Marshall Islands (the “Company”). and Sun Lei (the “Holder”). The Company and the Holder are sometimes individually referred to herein as a “Party” or collect |
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| July 17, 2025 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 Commission File Number 001-35715 JX Luxventure Group Inc. (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distr |
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| May 30, 2025 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 (Report No. 2) Commission File Number 001-35715 JX Luxventure Group Inc. (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou |
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| May 30, 2025 |
Exhibit 10.1 STATEMENT OF DESIGNATIONS OF JX Luxventure Group Inc. Reg. No. 52900 Pursuant to Section 35 of the Business Corporations Act REPUBLIC OF THE MARSHALL ISLANDS REGISTRAR OF CORPORATIONS DUPLICATE COPY The original of this Document was FILED ON NON - RESIDENT May 23, 2025 Peggy Yeung Deputy Registrar CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES F CONVERTIBLE PREFERRED STO |
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| May 27, 2025 |
As filed with the Securities and Exchange Commission on May 27, 2025 S-8 1 ea0243456-s8jxluxvent.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on May 27, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JX LUXVENTURE GROUP INC. (Exact name of registrant as specified in its charter) Republic of the Marshall Islands N/A (S |
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| May 27, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) JX Luxventure Group Inc. |
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| May 15, 2025 |
Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.1/12.2 Certifications Pursuant to Rule 13a-14(a) of the Exchange Act I, Sun Lei, certify that: 1. I have reviewed this Annual Report on Form 20-F of JX Luxventure Group Inc. (the “Company”) for the year ended December 31, 2024. 2. Based on my knowledge, this Annual Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the stat |
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| May 15, 2025 |
JX LUXVENTURE GROUP INC. INSIDER TRADING POLICY Dated: April 17, 2025 Exhibit 11.2 JX LUXVENTURE GROUP INC. INSIDER TRADING POLICY Dated: April 17, 2025 This policy (the “Policy”) provides guidelines to employees, consultants, affiliates, officers and directors of JX Luxventure Group Inc. (the “Company”) with respect to transactions in the Company’s securities. The object of the restrictions on engaging in transactions in the Company’s securities in this Policy is t |
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| May 15, 2025 |
Exhibit 2.12 Description of Securities DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Description of Common Stock As of the date of the Annual Report on Form 20-F of which this Exhibit 2.12 is a part, JX Luxventure Group Inc. (the “Company”, “we”, “us” or “our”) has only one class of securities registered under Section 12(b) of the Securities Exchange |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E |
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| May 15, 2025 |
Exhibit 13.1/13.2 Certification by the Principal Executive Officer and Principal Financial and Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of JX Luxventure Group Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, |
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| May 8, 2025 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 (Report No. 1) Commission File Number 001-35715 JX Luxventure Group Inc. (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou |
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| May 8, 2025 |
AMENDMENT #1 TO JX Luxventure limited NEW 2022 EQUITY INCENTIVE PLAN Exhibit 10. 1 AMENDMENT #1 TO JX Luxventure limited NEW 2022 EQUITY INCENTIVE PLAN This Amendment #1 (the “Plan Amendment”) to the JX Luxventure Limited New 2022 Equity Incentive Plan (the “New 2022 EIP”), is entered into as of May 7, 2025, by JX Luxventure Group Inc., a non-resident domestic corporation incorporated in the Republic of the Marshall Islands (the “Company”). All capitalized terms us |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 001-35715 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form |
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| April 24, 2025 |
Exhibit 10.3 FORM OF CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES F CONVERTIBLE PREFERRED STOCK OF JX Luxventure GROUP INC. (Pursuant to Section 35 of the Business Corporations Act of the Marshall Islands) JX Luxventure Group Inc., a corporation organized and existing under the laws of the Republic of Marshall Islands (the “Corporation”), does hereby certify: That pursuant to the a |
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| April 24, 2025 |
FORM OF NEGOTIABLE PROMISSORY NOTE Exhibit 4.2 THIS NEGOTIABLE PROMISSORY NOTE (THE “NOTE”) HAS NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THE NOTE IS BEING OFFERED PURSUANT TO A SAFE HARBOR FROM REGISTRATION REQUIREMENTS UNDER SECTION 4(A)(2) OF THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THE NOTE IS “RESTRICTED” AND MAY NOT BE OFFERED OR SOLD UN |
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| April 24, 2025 |
Exhibit 10.2 DEBT EXCHANGE AGREEMENT THIS DEBT EXCHANGE AGREEMENT (this “Agreement”), dated April 22, 2025, is entered into by and among JX Luxventure Group Inc., a corporation established under the laws of the Republic of Marshall Islands (the “Company”) and individuals or entities listed on the signature pages (each, a “Holder” and, collectively, the “Holders”). WHEREAS, as of the date of this A |
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| April 24, 2025 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2025 (Report No. 1) Commission File Number 001-35715 JX Luxventure Group Inc. (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lo |
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| April 24, 2025 |
Note Transfer and Assignment AGREEMENT Exhibit 10.1 Note Transfer and Assignment AGREEMENT This Note Transfer and Assignment Agreement (this “Agreement”) is made and entered into as of April 21, 2025, among JX Luxventure Group Inc., a corporation established under the laws of the Republic of Marshall Islands (the "Company"), Li Huidan (the “Assignor”) and investors listed on the signature pages (each, an “Assignee” and, collectively, t |
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| April 24, 2025 |
Exhibit 4.1 THIS NEGOTIABLE PROMISSORY NOTE (THE “NOTE”) HAS NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THE NOTE IS BEING OFFERED PURSUANT TO A SAFE HARBOR FROM REGISTRATION REQUIREMENTS UNDER SECTION 4(A)(2) OF THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THE NOTE IS “RESTRICTED” AND MAY NOT BE OFFERED OR SOLD UN |
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| February 18, 2025 |
Exhibit 4.1 THIS NEGOTIABLE PROMISSORY NOTE (THE “NOTE”) HAS NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THE NOTE IS BEING OFFERED PURSUANT TO A SAFE HARBOR FROM REGISTRATION REQUIREMENTS UNDER SECTION 4(A)(2) OF THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THE NOTE IS “RESTRICTED” AND MAY NOT BE OFFERED OR SOLD UN |
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| February 18, 2025 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission File Number 001-35715 JX Luxventure Group Inc. (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying D |
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| January 15, 2025 |
JX Luxventure Signs Blockbuster USD20,000,0000 Strategic Annual Cooperation Agreement Exhibit 99.1 JX Luxventure Signs Blockbuster USD20,000,0000 Strategic Annual Cooperation Agreement HAIKOU, China, January 15, 2025 /PRNewswire/ JX Luxventure Group Inc. (Nasdaq: JXG) (the “Company”), a technology company engages in integrated tourism services, including tourism, duty-free cross-border goods, and comprehensive e-commerce technology solutions, today announced that, on January 13, 20 |
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| January 15, 2025 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2025 (Report No. 2) Commission File Number 001-35715 JX Luxventure Group Inc. (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He |
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| January 15, 2025 |
2025 Strategic Annual Cooperation Agreement Exhibit 10.1 2025 Strategic Annual Cooperation Agreement Party A: Jinxuan (Hainan) Holding Group Co., Ltd. Party B: Hainan Cross-Border E-Commerce Association After friendly negotiations, Party A and Party B, based on the principles of equality, mutual benefit, and complementary advantages, have established a strategic cooperative relationship. Both parties agree to integrate their respective reso |
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| January 6, 2025 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2025 (Report No. 1) Commission File Number 001-35715 JX Luxventure Group Inc. (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He |
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| January 6, 2025 |
ARTICLES OF AMENDMENT JX Luxventure Limited Reg. No. 52900 Exhibit 3.1 ARTICLES OF AMENDMENT OF JX Luxventure Limited Reg. No. 52900 REPUBLIC OF THE MARSHALL ISLANDS REGISTRAR OF CORPORATIONS DUPLICATE COPY The original of this Document was filed in accordance with Section 5 of the NON RESIDENT Business Corporations Act on December 27, 2024 /s/ Peggy Yeung Peggy Yeung Deputy Registrar ARTICLES OF AMENDMENT TO THE AMENDED AND RESTATED ARTICLES OF INCORPORA |
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| December 19, 2024 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 (Report No. 2) Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lo |
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| December 6, 2024 |
JXJT First Half Year Financial Report 2024: Achieved 30% Revenue Surge and Strong Profit Growth Exhibit 99.1 JXJT First Half Year Financial Report 2024: Achieved 30% Revenue Surge and Strong Profit Growth HAIKOU, China, December 6, 2024/PRNewswire/ JX Luxventure Limited (Nasdaq: JXJT) (the “Company”), a technology company engages in integrated tourism services, including tourism, duty-free cross-border goods, and comprehensive e-commerce technology solutions, today announced financial result |
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| December 6, 2024 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Dist |
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| September 27, 2024 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Dis |
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| September 27, 2024 |
Exhibit 10.1 FORM OF CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES E CONVERTIBLE PREFERRED STOCK OF JX Luxventure Limited (Pursuant to Section 35 of the Business Corporations Act of the Marshall Islands) JX Luxventure Limited, a corporation organized and existing under the laws of the Republic of Marshall Islands (the “Corporation”), does hereby certify: That pursuant to the authori |
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| August 29, 2024 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distri |
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| August 29, 2024 |
Exhibit 4.1 NEGOTIABLE PROMISSORY NOTE FOR VALUE RECEIVED, and subject to the terms and conditions set forth herein, JX LUXVENTURE LIMITED, a corporation duly organized under the laws of the Republic of Marshall Islands (hereinafter the “Maker”), hereby unconditionally promises to pay to the order of Huidan Li, the Co-Chairman of the board of directors of the Maker, or his successors or assigns (t |
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| August 29, 2024 |
Note Transfer and Assignment AGREEMENT Exhibit 10.1 Note Transfer and Assignment AGREEMENT This Note Transfer and Assignment Agreement (this “Agreement”) is made and entered into as of August 26, 2024, among JX Luxventure Limited, a corporation established under the laws of the Republic of Marshall Islands (the "Company"), Li Huidan (the “Assignor”) and investors listed on the signature pages (each, an “Assignee” and, collectively, the |
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| August 29, 2024 |
Exhibit 10.3 FORM OF CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES E CONVERTIBLE PREFERRED STOCK OF JX Luxventure Limited (Pursuant to Section 35 of the Business Corporations Act of the Marshall Islands) JX Luxventure Limited, a corporation organized and existing under the laws of the Republic of Marshall Islands (the “Corporation”), does hereby certify: That pursuant to the authori |
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| August 29, 2024 |
FORM OF NEGOTIABLE PROMISSORY NOTE Exhibit 4.2 FORM OF NEGOTIABLE PROMISSORY NOTE FOR VALUE RECEIVED, and subject to the terms and conditions set forth herein, JX LUXVENTURE LIMITED, a corporation duly organized under the laws of the Republic of Marshall Islands (hereinafter the “Maker”), hereby unconditionally promises to pay to the order of , or his successors or assigns (the “Noteholder”), the principal amount of Three Hundred S |
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| August 29, 2024 |
Exhibit 10.2 DEBT EXCHANGE AGREEMENT THIS DEBT EXCHANGE AGREEMENT (this “Agreement”), dated August 26, 2024, is entered into by and among JX Luxventure Limited, a corporation established under the laws of the Republic of Marshall Islands (the “Company”) and individuals or entities listed on the signature pages (each, a “Holder” and, collectively, the “Holders”). WHEREAS, as of the date of this Agr |
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| July 2, 2024 |
JX Luxventure Signs Blockbuster USD100,00,000 (3X 2023 Revenue) Sales Agreement Exhibit 99.1 JX Luxventure Signs Blockbuster USD100,00,000 (3X 2023 Revenue) Sales Agreement HAIKOU, China, July 2, 2024 /PRNewswire/ JX Luxventure Limited (Nasdaq: JXJT) (the “Company”), a technology company engages in integrated tourism services, including tourism, duty-free cross-border goods, and comprehensive e-commerce technology solutions, today announced that, on July 1, 2024, Jinxuan (Hai |
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| July 2, 2024 |
Exhibit 10.1 Cooperation Agreement Party A (supplier): Jinxuan (Hainan) Holding Group Co., Ltd. Residence: Contact: Party B (buyer): Tianjin Zhongsheng United Automobile Trading Co., Ltd Address: Contact: In view of the fact that Party A has the advantage of international car source channels and is committed to the long-term development of the global luxury brand car procurement supply chain syste |
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| July 2, 2024 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying District |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E |
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| May 15, 2024 |
JX Luxventure Limited Incentive Compensation Recovery Policy Exhibit 97.1 Exhibit A JX Luxventure Limited Incentive Compensation Recovery Policy Effective Date: November 30, 2023 1. Purpose. The purpose of the JX Luxventure Limited Corporation Incentive Compensation Recovery Policy (this “Policy”) is to provide for the recovery of certain Incentive-Based Compensation in the event of an Accounting Restatement. This Policy is intended to comply with, and to b |
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| May 15, 2024 |
Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.1/12.2 Certifications Pursuant to Rule 13a-14(a) of the Exchange Act I, Sun Lei, certify that: 1. I have reviewed this Annual Report on Form 20-F of JX Luxventure Limited for the year ended December 31, 2023; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of t |
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| May 15, 2024 |
Exhibit 13.1/13.2 Certification by the Principal Executive Officer and Principal Financial and Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of JX Luxventure Limited (the “Company”) on Form 20-F for the fiscal year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Su |
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| May 15, 2024 |
Supplemental Agreement to the Equity Transfer Agreement Exhibit 10.12 Supplemental Agreement to the Equity Transfer Agreement Party A (transferor): Jinxuan Product Travel (Hainan) Digital Technology Co., Ltd Business license: 91460200MA5RD4B53J Address: Room 302, 3rd Floor, Longines Bay International Hot Spring Resort Complex, No. 270, Binhai Avenue, Xixiu Town, Xiuying District, Haikou City, Hainan Province Party B (transferee): Xing Guilian ID Number |
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| May 15, 2024 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.1 Onestop Assurance PAC 10 Anson Road #06-15 International Plaza Singapore 079903 Tel: 9644 9531 Email: [email protected] Website: www.onestop-ca.com Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement on Form S-8 (File No. 333- 229046) of our report dated May 15, 2024 with respect to the consolidated fin |
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| May 15, 2024 |
Exhibit 10.11 Share Transfer Agreement Party A (transferor): Jinxuan Product Travel (Hainan) Digital Technology Co., Ltd Business license: 91460200MA5RD4B53J Address: Room 302, 3rd Floor, Longines Bay International Hot Spring Resort Complex, No. 270, Binhai Avenue, Xixiu Town, Xiuying District, Haikou City, Hainan Province Party B (transferee): Xing Guilian ID Number: 120102194209250363 Address: N |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-35715 CUSIP Number Y46002302 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tra |
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| February 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F Amendment No. 5 (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| February 26, 2024 |
Mark Crone Managing Partner [email protected] Eleanor Osmanoff Partner [email protected] VIA EDGAR February 26, 2024 THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Office of Trade and Services Division of Corporation Finance Washington, D.C. 20549 Attn: Amy Geddes, Lyn Shenk, Rucha Pandit and Donald Field Re: JX Luxventure Ltd Form 20-F for Fiscal Year Ended December 31, 202 |
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| February 26, 2024 |
Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.1/12.2 Certifications Pursuant to Rule 13a-14(a) of the Exchange Act I, Sun Lei, certify that: 1. I have reviewed this Annual Report on Form 20-F/A of JX Luxventure Limited for the year ended December 31, 2022; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of |
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| February 26, 2024 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm JX Luxventure Limited We hereby consent to the incorporation by reference in Amendment No.3 to the Registration Statement on Form 20-F of our report dated May 17, 2021, relating to the audit of the consolidated financial statements of JX Luxventure Limited, formerly known as KBS Fashion Group Limited (the “Company”), for the yea |
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| February 26, 2024 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.1 Onestop Assurance PAC 10 Anson Road #16-05 International Plaza Singapore 079903 Tel: 9644 9531 Email: [email protected] Website: www.onestop-ca.com Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of JX Luxventure Limited (formerly known as “KBS Fashion Group Limited”) of our repo |
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| February 26, 2024 |
Exhibit 13.1/13.2 Certification by the Principal Executive Officer and Principal Financial and Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of JX Luxventure Limited (the “Company”) on Form 20-F/A for the fiscal year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, |
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| February 14, 2024 |
Mark Crone Managing Partner [email protected] Eleanor Osmanoff Partner [email protected] VIA EDGAR February 14, 2024 THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Office of Trade and Services Division of Corporation Finance Washington, D.C. 20549 Attn: Amy Geddes, Lyn Shenk, Rucha Pandit and Donald Field Re: Re: JX Luxventure Ltd Form 20-F for Fiscal Year Ended December 31, |
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| January 17, 2024 |
Exhibit 13.1/13.2 Certification by the Principal Executive Officer and Principal Financial and Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of JX Luxventure Limited (the “Company”) on Form 20-F/A for the fiscal year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, |
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| January 17, 2024 |
Mark Crone Managing Partner [email protected] Eleanor Osmanoff Partner [email protected] VIA EDGAR January 17, 2024 THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Office of Trade and Services Division of Corporation Finance Washington, D.C. 20549 Attn: Amy Geddes, Lyn Shenk, Rucha Pandit and Donald Field Re: Re: JX Luxventure Ltd Form 20-F for Fiscal Year Ended December 31, |
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| January 17, 2024 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.1 Onestop Assurance PAC 10 Anson Road #06-15 International Plaza Singapore 079903 Email:[email protected] Website: www.onestop-ca.com Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of JX Luxventure Limited (formerly known as “KBS Fashion Group Limited”) of our report dated May 12, |
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| January 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F Amendment No. 4 (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| January 17, 2024 |
Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.1/12.2 Certifications Pursuant to Rule 13a-14(a) of the Exchange Act I, Sun Lei, certify that: 1. I have reviewed this Annual Report on Form 20-F/A of JX Luxventure Limited for the year ended December 31, 2022; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of |
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| January 17, 2024 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm JX Luxventure Limited We hereby consent to the incorporation by reference in Amendment No.3 to the Registration Statement on Form 20-F of our report dated May 17, 2021, relating to the audit of the consolidated financial statements of JX Luxventure Limited, formerly known as KBS Fashion Group Limited (the “Company”), for the yea |
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| October 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F Amendment No. 3 (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| October 31, 2023 |
Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.1/12.2 Certifications Pursuant to Rule 13a-14(a) of the Exchange Act I, Sun Lei, certify that: 1. I have reviewed this Annual Report on Form 20-F/A of JX Luxventure Limited for the year ended December 31, 2022; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of |
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| October 31, 2023 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm JX Luxventure Limited We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 of our report dated May 17, 2021, relating to the audit of the consolidated financial statements of JX Luxventure Limited, formerly known as KBS Fashion Group Limited (the “Company”), for the years ended December 3 |
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| October 31, 2023 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.1 Onestop Assurance PAC 10 Anson Road #13-09 International Plaza Singapore 079903 Email:[email protected] Website: www.onestop-ca.com Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of JX Luxventure Limited (formerly known as “KBS Fashion Group Limited”) of our report dated May 12, |
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| October 31, 2023 |
Exhibit 13.1/13.2 Certification by the Principal Executive Officer and Principal Financial and Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of JX Luxventure Limited (the “Company”) on Form 20-F/A for the fiscal year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, |
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| October 31, 2023 |
Mark Crone Managing Partner [email protected] Eleanor Osmanoff Partner [email protected] VIA EDGAR October 31, 2023 THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Office of Trade and Services Division of Corporation Finance Washington, D.C. 20549 Attn: Amy Geddes, Lyn Shenk, Rucha Pandit and Donald Field Re: Re: JX Luxventure Ltd Form 20-F for Fiscal Year Ended December 31, |
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| August 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F Amendment No. 2 (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| August 31, 2023 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.1 Onestop Assurance PAC 10 Anson Road #13-09 International Plaza Singapore 079903 Email:[email protected] Website: www.onestop-ca.com Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of JX Luxventure Limited (formerly known as “KBS Fashion Group Limited”) of our report dated May 12, |
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| August 31, 2023 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm JX Luxventure Limited We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 of our report dated May 17, 2021, relating to the audit of the consolidated financial statements of JX Luxventure Limited, formerly known as KBS Fashion Group Limited (the “Company”), for the years ended December 3 |
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| August 31, 2023 |
Exhibit 13.1/13.2 Certification by the Principal Executive Officer and Principal Financial and Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of JX Luxventure Limited (the “Company”) on Form 20-F/A for the fiscal year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, |
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| August 31, 2023 |
Mark Crone Managing Partner [email protected] Eleanor Osmanoff Partner [email protected] VIA EDGAR August 31, 2023 THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Office of Trade and Services Division of Corporation Finance Washington, D.C. 20549 Attn: Amy Geddes, Lyn Shenk, Rucha Pandit and Donald Field Re: Re: JX Luxventure Ltd Form 20-F for Fiscal Year Ended December 31, 2 |
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| August 31, 2023 |
Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.1/12.2 Certifications Pursuant to Rule 13a-14(a) of the Exchange Act I, Sun Lei, certify that: 1. I have reviewed this Annual Report on Form 20-F/A of JX Luxventure Limited for the year ended December 31, 2022; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of |
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| August 16, 2023 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distri |
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| August 16, 2023 |
Exhibit 99.1 JX Luxventure Limited Announces Financial Results for The Six Months Ended June 30, 2023: The Company Achieved profitability in 2023 with Net Profit increase of $21,878,422 and Earnings Per Share increase of $25.89 From 2022. JX Luxventure Limited (Nasdaq: JXJT) (the “Company”), a company that engages in tourism with business segments covering tourism, tourism duty-free cross-border m |
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| August 15, 2023 |
Exhibit 99.1 JX Luxventure Announced its new Collaboration with Hainan Airlines for Air-Ticket Sales, to Promote through the Company’s Channels and Official Accounts incorporating ChatGPT-type Technology Haikou, China, August 15, 2023/ PRNewswire/- JX Luxventure Limited (Nasdaq: JXJT) (the “Company”), a company that engages in tourism with business segments covering tourism, tourism duty-free cros |
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| August 15, 2023 |
Exhibit 10.1 Passenger Transport Sales Agency Agreement Client: Hainan Airlines Holding Co., Ltd Agent: Beijing Heyang International Travel Service Co., Ltd Signed on: August 14, 2023 Passenger Airlines Sales Agency Agreement of Hainan Airlines Holding Co., Ltd In order to promote the development of China’s civil aviation industry, in line with the principles of equality, voluntary, reciprocity an |
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| August 15, 2023 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distri |
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| July 19, 2023 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying District |
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| July 19, 2023 |
Exhibit 10.1 Bai Xing Pharmaceutical ERP System Intelligent Xiaojin Technology Development and Promotion Commission Contract Party A: Tianjin Baixing Pharmaceutical Wholesale Co., Ltd Party B: Jinxuan Pinlv (Hainan) Digital Technology Co., Ltd In accordance with the provisions of the Civil Code of the Civil Code of the People’s Republic of China and relevant laws and regulations, both parties, on |
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| July 19, 2023 |
Exhibit 99.1 JX Luxventure announces a new Artificial Intelligence initiative: USD1,000,000 Agreement with Tianjin Baixing Pharmaceutical Wholesale Co., Ltd. in connection with incorporating ChatGPT type technology for ERP platform HAIKOU, China, July 19, 2023 /PRNewswire/ - JX Luxventure Limited (Nasdaq: JXJT) (the “Company”), a company that engages in tourism with business segments covering tour |
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| May 24, 2023 |
Exhibit 99.1 JX Luxventure Limited Cured Bid Deficiency and Continues Listing on Nasdaq; Scheduled Hearing Cancelled HAIKOU, China, May 24, 2023 - JX Luxventure Limited (Nasdaq: JXJT) (the “Company”), a company that engages in tourism with business segments covering tourism, tourism duty-free cross-border merchandise and tourism technology solutions, announced that on May 23, 2023, the Company rec |
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| May 24, 2023 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying District |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A (Amendment No. 1) (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) |
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| May 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E |
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| May 12, 2023 |
Exhibit 2.11 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Description of Common Stock As of the date of the Annual Report on Form 20-F of which this Exhibit 2.11 is a part, JX Luxventure Limited (the “Company”, “we”, “us” or “our”) has only one class of securities registered under Section 12(b) of the Securities Exchange Act of 1934, as amended (the |
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| May 12, 2023 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.1 Onestop Assurance PAC 10 Anson Road #13-09 International Plaza Singapore 079903 Email: [email protected] Website: www.onestop-ca.com Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement on Form 20-F of our report dated May 12, 2023, relating to the consolidated financial statements of JX Luxventure Limit |
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| May 12, 2023 |
Certifications Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.1/12.2 Certifications Pursuant to Rule 13a-14(a) of the Exchange Act I, Sun Lei, certify that: 1. I have reviewed this annual report on Form 20-F of JX Luxventure Limited for the year ended December 31, 2022; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of t |
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| May 12, 2023 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm JX Luxventure Ltd We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 of our report dated May 17, 2021, relating to the audit of the consolidated financial statements of JX Luxventure Ltd, formerly known as KBS Fashion Group Limited (the “Company”), for the years ended December 31, 2020 |
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| May 12, 2023 |
Exhibit 13.1/13.2 Certification by the Principal Executive Officer and Principal Financial and Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of JX Luxventure Limited (the “Company”) on Form 20-F for the fiscal year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Su |
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| May 4, 2023 |
KBSF / KBS Fashion Group Limited / Sun Lei - AMENDMENT NO. 3 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3) JX Luxventure Limited (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) Y46002302 (CUSIP Number) Sun Lei Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying District Haikou City, Hainan Prov |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-35715 CUSIP Number Y46002 302 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tr |
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| May 1, 2023 |
Exhibit 99.1 JX Luxventure Limited Receives Nasdaq Delisting Notice for Failing to Maintain a $1.00 Share Price and Requested and Granted a Hearing Scheduled for May 25, 2023 HAIKOU, China, April 28, 2023 - JX Luxventure Limited (Nasdaq: JXJT) (the “Company”), a company delivering comprehensive products solutions to global high-net-worth families serviced by our business customers with business se |
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| May 1, 2023 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distric |
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| April 25, 2023 |
Articles of Amendment to the Amended and Restated Articles of Incorporation Exhibit 3.1 2 3 4 |
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| April 25, 2023 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distric |
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| March 30, 2023 |
KBSF / KBS Fashion Group Limited / Sun Lei - AMENDMENT NO. 2 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) JX Luxventure Limited (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) Y46002203 (CUSIP Number) Sun Lei Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying District Haikou City, Hainan Prov |
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| December 2, 2022 |
As filed with the Securities and Exchange Commission on December 2, 2022 As filed with the Securities and Exchange Commission on December 2, 2022 Registration No. |
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| December 2, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) JX Luxventure Limited (Exact Name of Registrant as Specified in its Charter) Table 1 ? Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price per Share(1) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, par value $0. |
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| November 9, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Dist |
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| November 4, 2022 |
As filed with the Securities and Exchange Commission on November 4, 2022 S-8 1 ea168053-s8jxluxventure.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on November 4, 2022 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JX LUXVENTURE LIMITED (Exact name of registrant as specified in its charter) Republic of the Marshall Islands N/A |
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| November 4, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) JX Luxventure Limited (Exact Name of Registrant as Specified in its Charter) Table 1 ? Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price per Share(1) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, par value $0. |
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| November 1, 2022 |
Exhibit 10.1 JX LUXENTURE LIMITED NEW 2022 EQUITY INCENTIVE PLAN 1. Purposes of the New 2022 EIP. JX Luxventure Limited, a non-resident domestic corporation incorporated in the Republic of the Marshall Islands (the ?Company?) hereby establishes the JX LUXVENTURE LIMITED NEW 2022 EQUITY INCENTIVE PLAN (the ?New 2022 EIP?). The purposes of this New 2022 EIP are to promote the long-term growth and pr |
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| November 1, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Dist |
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| October 28, 2022 |
6-K 1 ea167707-6kjxluxventure.htm REPORT OF FOREIGN PRIVATE ISSUER 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Da |
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| October 19, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distr |
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| October 19, 2022 |
Promissory Note issued by Shenzhen Zhongjiyingfeng Investment Co., Ltd. to the Company Exhibit 10.2 SECURED PROMISSORY NOTE EFFECTIVE DATE: October 19, 2022 PRINCIPAL AMOUNT: $10,000,000.00 INTEREST RATE: 5% HOLDERS NAMES/ ADDRESS: JX Luxventure Limited Attention: Sun Lei, Chief Executive Officer Address: Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying District Haikou City, Hainan Province 570100 People?s Republic of China FOR VALUE RECEIVED, Shenzhen Zhon |
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| October 19, 2022 |
JX Luxventure Closes the Sale of Menswear Business for US$10,000,000 Exhibit 99.1 JX Luxventure Closes the Sale of Menswear Business for US$10,000,000 JX Luxventure Limited (Nasdaq: JXJT) (the ?Company?), a company delivering comprehensive products solutions to global high-net-worth families serviced by our business customers with business segments covering tourism, duty-free cross-border merchandise, eCommerce and B2B SAAS solutions, announced that today, on Octob |
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| October 19, 2022 |
Exhibit 10.3 EXECUTION VERSION PLEDGE AND SECURITY AGREEMENT This PLEDGE AND SECURITY AGREEMENT, dated as of October 19, 2022, is made and entered into by and between Shenzhen Zhongjiyingfeng Investment Co., Ltd., a company incorporated under the laws of the People?s Republic of China (the ?Pledgor?) and JX Luxventure Limited, a company organized under the laws of the Republic of the Marshall Isla |
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| October 19, 2022 |
Stock Purchase Agreement between the Company and Shenzhen Zhongjiyingfeng Investment Co., Ltd. Exhibit 10.1 EXECUTION VERSION STOCK PURCHASE AGREEMENT between JX LUXVENTURE LIMITED and SHENZHEN ZHONGJIYINGFENG INVESTMENT CO., LTD. Dated as of October 19, 2022 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS SECTION 1.01. Certain Defined Terms 1 SECTION 1.02. Definitions 2 SECTION 1.03. Interpretation and Rules of Construction 2 ARTICLE II PURCHASE AND SALE SECTION 2.01. Purchase and Sale of the |
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| October 11, 2022 |
JX Luxventure Limited Announces Change of its Trading Symbol Exhibit 99.2 JX Luxventure Limited Announces Change of its Trading Symbol Haikou, CHINA, October 10, 2022 ? JX Luxventure Limited (NASDAQ: JXJT) (the ?Company?), a company delivering comprehensive products solutions to global high-net-worth families serviced by our business customers with business segments covering tourism, duty-free cross-border merchandise, eCommerce and B2B SAAS solutions, and |
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| October 11, 2022 |
Exhibit 10.1 Binding Memorandum of Understanding October 10, 2022 This Summary of Terms and Provisions sets forth certain principal terms of a proposed transaction relating to the purchase of all outstanding capital stock of Hongri International Holding Limited (?Hongri?) by Shenzhen Zhongjiyingfeng Investment Co., Ltd. (?Purchaser?) from JX Luxventure Limited (?Seller? or the ?Company?). This Mem |
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| October 11, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distr |
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| October 11, 2022 |
Exhibit 99.1 JX Luxventure Limited Signs the Binding Memorandum of Understanding to Sell Its Menswear Business JX Luxventure Limited (Nasdaq: JXJT) (the ?Company?), a company delivering comprehensive products solutions to global high-net-worth families serviced by our business customers with business segments covering tourism, duty-free cross-border merchandise, eCommerce and B2B SAAS solutions, a |
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| October 3, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distr |
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| October 3, 2022 |
Exhibit 99.1 JX Luxventure Limited Signs Pet Food Agreement with a Leading Distributor in China for $20,000,000 Annual Sales Amount JX Luxventure Limited (Nasdaq: LLL) (the ?Company?), a company delivering comprehensive products solutions to global high-net-worth families serviced by our business customers with business segments covering tourism, duty-free cross-border merchandise, eCommerce and B |
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| October 3, 2022 |
Strategic Cooperation Agreement Exhibit 10.1 Strategic Cooperation Agreement Party A: Flower Crown (China) Holding Group Co. LTD Party B: Hainan Hang Seng Zhongli Commercial Holding Co. LTD After the friendly negotiation between Party A and Party B (hereinafter referred to as ?both parties?), following the principle of equality and mutual benefit, on the basis of complementary advantages, both parties collaborate on integrating |
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| September 9, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Dis |
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| September 9, 2022 |
Exhibit 99.1 JX Luxventure Limited Announces Record Revenue Financial Results for The Six Months Ended June 30, 2022 The Company expects to turn profitable in 2023 JX Luxventure Limited (Nasdaq: LLL) (the ?Company?), a company delivering comprehensive products solutions to global high-net-worth families serviced by our business customers with business segments covering tourism, duty-free cross-bor |
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| July 26, 2022 |
6-K 1 ea163317-6kjxluxven.htm REPORT OF FOREIGN PRIVATE ISSUER 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No. 2 |
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| July 26, 2022 |
Exhibit 99.1 JX Luxventure Limited Expands Its Product Portfolio And Signs USD50,000,000 Automobile Sales Agreement A total amount of USD150,000,000 major contracts signed in 2022 Haikou, CHINA, July 26, 2022? JX Luxventure Limited (Nasdaq: LLL) (the ?Company?), a company delivering comprehensive products solutions to global high-net-worth families serviced by our business customers with business |
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| July 26, 2022 |
Exhibit 10.1 Cooperation Agreement Party A: Jin Xuan (Hainan) Holding Co., Ltd. Party B: Kaiwo International Trading (Hainan) Co., LTD Based on the fact that: Party A is publicly listed company of China concepts stock in the United States and has mature resource advantage, stable purchasing capability in the North American market, and as an integrated service provider for global elite families for |
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| July 13, 2022 |
As filed with the Securities and Exchange Commission on July 13, 2022 S-8 1 ea162729-s8jxluxventure.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on July 13, 2022 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JX LUXVENTURE LIMITED (Exact name of registrant as specified in its charter) Republic of the Marshall Islands N/A (S |
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| July 13, 2022 |
Exhibit 10.1 This Employment Agreement (the ?Agreement?) is made on July 12, 2022 (the ?Effective Date?) by and between JX Luxventure Limited, a corporation organized under the Republic of Marshall Island (?Company? or ?Employer?) and Sun Lei, a citizen of People?s Republic of China (?Employee?), (each, a ?Party? and collectively, the ?Parties?). The Parties agree and covenant to be bound by the t |
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| July 13, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying District |
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| July 13, 2022 |
LLL Announces Performance-Based Employment Agreement with CEO Sun “Ice” Lei Exhibit 99.1 LLL Announces Performance-Based Employment Agreement with CEO Sun ?Ice? Lei Haikou, CHINA, July 13, 2022? JX Luxventure Limited (Nasdaq: LLL) (the ?Company?), a company delivering comprehensive products solutions to global high-net-worth families with business segments covering menswear, cross-border merchandise and tourism, announced today that on July 12, 2022, the Company has enter |
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| July 13, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) JX Luxventure Limited (Exact Name of Registrant as Specified in its Charter) Table 1 ? Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price per Share(1) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, par value $0. |
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| June 22, 2022 |
Exhibit 99.1 JX Luxventure Announces US$5,000,000 Shares Repurchase Program and Signs US$30,000,000 Sales Agreement Haikou, CHINA, June 22, 2022? JX Luxventure Limited (Nasdaq: LLL) (the "Company"), a company delivering comprehensive products solutions to global high-net-worth families serviced by our business customers with business segments covering menswear, cross-border merchandise and tourism |
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| June 22, 2022 |
Framework Agreement on Strategic Cooperation Agreement Exhibit 10.1 Framework Agreement on Strategic Cooperation Party A: JXLuxventure (Hainan) Technology Co., Ltd. Party B: Hainan Douxing Cultural Media Co. Ltd. Party A and Party B (hereinafter collectively referred to as ?both parties?) plan to build strategic cooperative relations based on the principle of equality, mutual benefit, and complementary advantages through friendly negotiation. Both par |
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| June 22, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying District |
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| June 6, 2022 |
Exhibit 1 This Employment Agreement (the “Agreement”) is made as of this day of June 22, 2021 (the “Effective Date”) by and between KBSF Fashion Group Limited, a corporate based in Marshall Island (“Employee”) and Sun Lei, a citizen of People’s republic of China(“Employer” or “Company”), (each, a “Party” and collectively, the “Parties”). |
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| June 6, 2022 |
KBSF / KBS Fashion Group Ltd / Sun Lei - AMENDMENT NO. 1 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1) JX Luxventure, Ltd. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) Y46002203 (CUSIP Number) Sun Lei Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 362700 People?s Republic of China Tel. ( |
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| June 2, 2022 |
JX Luxventure Signs Technology Consulting Agreement for Metaverse Exhibit 99.1 JX Luxventure Signs Technology Consulting Agreement for Metaverse Haikou, CHINA, June 2, 2022? JX Luxventure Limited (Nasdaq: LLL) (the ?Company?), a company delivering comprehensive products solutions to global elite families serviced by our business customers with business segments covering menswear, cross-border merchandise and tourism, announced today that, on June 1, 2022, Jin Xu |
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| June 2, 2022 |
Technology Consulting Agreement Exhibit 10.1 Technology Consulting Agreement Party A: Tianjin Wei Kan Technology Co., LTD. (hereinafter referred to as Party A) Contact person: [Redacted] Contact: [Redacted] Party B: Jin Xuan Luxury Tourism (Hainan) Digital Technology Co., LTD. (hereinafter referred to as Party B) Contact person: [Redacted] Contact: [Redacted] As Party A needs to establish its own global NFT digital virtual human |
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| June 2, 2022 |
6-K 1 ea161041-6kjxluxventure.htm REPORT OF FOREIGN PRIVATE ISSUER 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao N |
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| May 24, 2022 |
6-K 1 ea160510-6kjxluxventure.htm REPORT OF FOREIGN PRIVATE ISSUER 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao No |
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| May 24, 2022 |
Exhibit 99.1 JX Luxventure Limited Signs USD10,000,000 Sales Agreement A total amount of USD100,000,000 major contracts signed in 2022 Haikou, CHINA, May 24, 2022? JX Luxventure Limited (Nasdaq: LLL) (the ?Company?), a company delivering comprehensive products solutions to global elite families serviced by our business customers with business segments covering menswear, cross-border merchandise an |
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| May 24, 2022 |
Group Airline Ticket Framework Agreement EX-10.1 2 ea160510ex10-1jxluxvent.htm GROUP AIRLINE TICKET FRAMEWORK AGREEMENT Exhibit 10.1 Group Airline Ticket Framework Agreement Party A: Tianjin China Travel International Travel Service Co., LTD Address: 【Redacted 】 Contact person: 【Redacted 】 Telephone: 【Redacted 】 Party B: Beijing Heyang International Travel Service Co., LTD Address: 【Redacted】 Contact person: 【Redacted】 Telephone: 【Redact |
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| May 13, 2022 |
Exhibit 2.9 |
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| May 13, 2022 |
Exhibit 2.7 |
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| May 13, 2022 |
EX-2.4 5 f20f2021ex2-4jxluxventure.htm CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES C CONVERTIBLE PREFERRED STOCK, FILED WITH THE OFFICE OF THE REGISTRAR OF CORPORATIONS OF REPUBLIC OF THE MARSHALL ISLANDS ON APRIL 25, 2022 Exhibit 2.4 |
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| May 13, 2022 |
Exhibit 2.3 |
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| May 13, 2022 |
Exhibit 2.10 |
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| May 13, 2022 |
Exhibit 2.11 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Description of Common Stock As of the date of the Annual Report on Form 20-F of which this Exhibit 2.11 is a part, JX Luxventure Limited (the ?Company?, ?we?, ?us? or ?our?) has only one class of securities registered under Section 12(b) of the Securities Exchange Act of 1934, as amended (the |
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| May 13, 2022 |
Certifications of Chief Executive Officer Pursuant to Rule 13a-14(a) or Rule 15d-1(a) Exhibit 12.1 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, Sun Lei, certify that: 1. I have reviewed this annual report on Form 20-F of JX Luxventure Limited; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statement |
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| May 13, 2022 |
Consent from WWC, P.C., Independent Registered Public Accounting Firm Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (SEC File No. 333-262642) of our report dated May 17, 2021, relating to the audit of the consolidated financial statements of JX Luxventure Limited, formerly known as KBS Fashion Group Limited (the ?Company?), for the years ended Decemb |
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| May 13, 2022 |
EX-2.5 6 f20f2021ex2-5jxluxventure.htm CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES D CONVERTIBLE PREFERRED STOCK, FILED WITH THE OFFICE OF THE REGISTRAR OF CORPORATIONS OF REPUBLIC OF THE MARSHALL ISLANDS ON APRIL 25, 2022 Exhibit 2.5 |
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| May 13, 2022 |
Exhibit 2.8 |
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| May 13, 2022 |
EX-1.4 2 f20f2021ex1-4jxluxventure.htm ARTICLES OF AMENDMENT TO THE AMENDED AND RESTATED ARTICLES OF INCORPORATION, FILED WITH THE OFFICE OF THE REGISTRAR OF CORPORATIONS OF REPUBLIC OF THE MARSHALL ISLANDS ON JUNE 21, 2021 Exhibit 1.4 |
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| May 13, 2022 |
Consent from Onestop Assurance PAC, Independent Registered Public Accounting Firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-229046) of JX Luxventure Limited (formerly known as ?KBS Fashion Group Limited?) of our report dated May 13, 2022, relating to the consolidated financial statements of JX Luxventure Limited (formerly known as ?KBS Fashion Group |
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| May 13, 2022 |
Exhibit 2.2 |
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| May 13, 2022 |
Certifications of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 Certification by the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of JX Luxventure Limited (the ?Company?) on Form 20-F for the fiscal year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Keyan Yan, Interim Chief Financial Officer of the Company, |
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| May 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E |
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| May 13, 2022 |
Certifications of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of JX Luxventure Limited (the ?Company?) on Form 20-F for the fiscal year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Sun Lei, Chief Executive Officer of the Company, certi |
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| May 13, 2022 |
Certifications of Chief Financial Officer Pursuant to Rule 13a-14(a) or Rule 15d-1(a) Exhibit 12.2 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, Keyan Yan, certify that: 1. I have reviewed this Annual Report on Form 20-F of JX Luxventure Limited for the fiscal year ended December 31, 2021; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light o |
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| May 13, 2022 |
Exhibit 2.6 |
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| May 5, 2022 |
JX Luxventure Limited receives “Annual Most Growth Enterprise” Award EX-99.1 2 ea159424ex99-1jxluxvent.htm PRESS RELEASE Exhibit 99.1 JX Luxventure Limited receives “Annual Most Growth Enterprise” Award Haikou, CHINA, May 5, 2022— JX Luxventure Limited (Nasdaq: LLL) (the “Company”), a service provider delivering comprehensive solutions to global elite families with business segments covering menswear, cross-border merchandise, airfare and tourism, announced today t |
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| May 5, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying District |
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| April 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-35715 CUSIP Number Y46002 203 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Tr |
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| April 13, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distric |
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| April 13, 2022 |
JX Luxventure Appoints Ms. Ting Ting Jiang as Director of Marketing EX-99.1 3 ea158330ex99-1jxluxventure.htm PRESS RELEASE Exhibit 99.1 JX Luxventure Appoints Ms. Ting Ting Jiang as Director of Marketing Haikou, CHINA, April 13, 2022— JX Luxventure Limited (Nasdaq: LLL) (the “Company”), a service provider delivering comprehensive solutions to global elite families with business segments covering menswear, cross-border merchandise, airfare and tourism, announced to |
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| April 13, 2022 |
Letter from WWC, P.C dated April 13, 2022 EX-16.1 2 ea158330ex16-1jxluxventure.htm LETTER FROM WWC, P.C DATED APRIL 13, 2022 Exhibit 16.1 April 13, 2022 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 WWC, P.C. (“WWC”) has been furnished with a copy of the disclosures in the Form 6-K for the event that occurred on April 9, 2022 to be filed by WWC’s former client JX Luxventure Limited (the “Company”). WWC does n |
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| April 4, 2022 |
Framework Agreement on Strategic Cooperation Exhibit 10.1 Framework Agreement on Strategic Cooperation Party A: Jin Xuan Luxury Tourism (Hainan) Digital Technology Co., Ltd. Party B: Ragdoll International Trading Co., Ltd. Party A and Party B (hereinafter collectively referred to as ?both parties?) plan to build strategic cooperative relations based on the principle of equality, mutual benefit, and complementary advantages through friendly n |
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| April 4, 2022 |
JX Luxventure Signs USD30,000,000 (3X 2020 Revenue) Sales Agreement Exhibit 99.1 JX Luxventure Signs USD30,000,000 (3X 2020 Revenue) Sales Agreement Haikou, CHINA, April 4, 2022? JX Luxventure Limited (Nasdaq: LLL) (the ?Company?), a service provider delivering comprehensive solutions to global elite families with business segments covering menswear, cross-border merchandise, airfare and tourism, announced today that, on March 31, 2022, Jin Xuan Luxury Tourism (Ha |
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| April 4, 2022 |
6-K 1 ea157916-6kjxluxventure.htm REPORT OF FOREIGN PRIVATE ISSUER 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao |
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| March 22, 2022 |
Framework Agreement on Strategic Cooperation EX-10.1 2 ea157200ex10-1jxluxventure.htm FRAMEWORK AGREEMENT ON STRATEGIC COOPERATION Exhibit 10.1 Framework Agreement on Strategic Cooperation Party A: Jin Xuan Luxury Tourism (Hainan) Digital Technology Co., Ltd. Party B: Chongqing EPet Technology Co., Ltd Party A and Party B (hereinafter collectively referred to as “both parties”) plan to establish a strategic cooperative relationship based on |
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| March 22, 2022 |
JX Luxventure Signs Blockbuster USD60,000,000 (5X 2020 Revenue) Sales Agreement Exhibit 99.1 JX Luxventure Signs Blockbuster USD60,000,000 (5X 2020 Revenue) Sales Agreement Haikou, CHINA, March 22, 2022? JX Luxventure Limited (Nasdaq: LLL) (the ?Company?), a service provider delivering comprehensive solutions to global elite families with business segments covering menswear, cross-border merchandise, airfare and tourism, announced today that, on March 21, 2022, Jin Xuan Luxur |
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| March 22, 2022 |
6-K 1 ea157200-6kjxluxventure.htm REPORT OF FOREIGN PRIVATE ISSUER 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant’s name into English) Bin Hai Da Dao |
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| March 15, 2022 |
Exhibit 99.1 Luxventure Enters into Agreement as Exclusive Supplier of Cross-border Merchandize from Japan and Plans for NFT based Projects Haikou, CHINA, March 15, 2022? JX Luxventure Limited (NASDAQ: LLL) (the ?Company?), a service provider delivering comprehensive solutions to global elite families with business segments covering menswear, cross-border merchandise, airfare and tourism, announce |
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| March 15, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distric |
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| March 15, 2022 |
EX-10.1 2 ea156864ex10-1jxluxventure.htm STRATEGIC COOPERATION FRAMEWORK AGREEMENT ON CROSS-BORDER SUPPLY CHAIN OF DUTY FREE MERCHANDIZE Exhibit 10.1 Strategic Cooperation Framework Agreement on Cross-border Supply Chain of Duty-free Goods Party A: Aikayun Technology (Hainan) Co., Ltd Party B: JXLuxventure (Hainan) Technology Co., Ltd Based on the friendly negotiation between Party A and Party B, |
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| February 11, 2022 |
Memorandum of Japanese High-end Lifestyle Services Strategic Cooperation Agreement EX-10.1 2 ea155247ex10-1jxluxventure.htm MEMORANDUM OF JAPANESE HIGH-END LIFESTYLE SERVICES STRATEGIC COOPERATION AGREEMENT Exhibit 10.1 Memorandum of Japanese High-end Lifestyle Services Strategic Cooperation Agreement Agreement Location: Beijing Party A: JXLuxventure (Hainan) Digital Technology Co., Ltd Party B: Xin Hua Fund Co., Ltd. Date： February 9, 2022 JXLuxventure (Hainan) Digital Technolo |
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| February 11, 2022 |
Cooperation for High-End Japanese Medical and Beauty Care Services Exhibit 99.1 Cooperation for High-End Japanese Medical and Beauty Care Services Haikou, CHINA, February 10, 2022? JX Luxventure Limited (NASDAQ: LLL) (the ?Company?), a company engaged in casual menswear, cross-border merchandise, airfare and tourism business, announced today that, on February 9, 2020, Jin Xuan Luxury Tourism (Hainan) Digital Technology Co., Ltd. (?JX Hainan?), a subsidiary of the |
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| February 11, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) JX Luxventure Limited (Exact Name of Registrant as Specified in its Charter) Table 1 ? Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered(1) Proposed Maximum Offering Price per Share(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, par value $0. |
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| February 11, 2022 |
Exhibit 99.1 JX LUXENTURE LIMITED 2022 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. JX Luxventure Limited, a Republic of the Marshall Islands corporation (the ?Company?) hereby establishes the JX LUXVENTURE LIMITED 2022 EQUITY INCENTIVE PLAN (the ?Plan?). The purposes of this Plan are to promote the long-term growth and profitability of the Company and its Affiliates by stimulating the efforts o |
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| February 11, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2022 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Dist |
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| February 11, 2022 |
As filed with the Securities and Exchange Commission on February 10, 2022 As filed with the Securities and Exchange Commission on February 10, 2022 Registration No. |
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| January 3, 2022 |
Form of Real Estate Transaction Agreement Exhibit 10.1 Real Estate Transaction Contract Seller (hereinafter referred to as Party A): ? ? ID Number: ? ? Contact Number: Contact Address: Buyer (hereinafter referred to as Party B): JXLuxventure (Hainan) Digital Technology Co., LTD Contact Number: Contact Address: In accordance with the Civil Code of the People?s Republic of China and relevant laws and regulations, Party A and Party B, on the |
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| January 3, 2022 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Dist |
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| January 3, 2022 |
Exhibit 99.1 Flower Crown (China) Holding Group Co., Limited Closed a Global Shopping E-Commerce Open Platform Store Services Agreement. Haikou, CHINA, January 3, 2022? JX Luxventure Limited (NASDAQ: LLL) (the ?Company?), a company engaged in casual menswear, cross-border merchandise, airfare and tourism business, announced today that, on December 30, 2021, through Flower Crown (China) Holding Gro |
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| January 3, 2022 |
Global Shopping E-Commerce Open Platform Store Service Agreement Exhibit 10.2 ????????????????? Global Shopping E-commerce Open Platform Store Service Agreement ?????????(??)?????? (????????)??(??????????????????)? ?????? ????????????????????????????????????????? ????????????? ???????????????????????(????????? ?????????????????????????????)???????????????? ?????????????????????????????????????????????? ??????????????????????????????????????????????? ??????????? |
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| December 17, 2021 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Dist |
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| December 17, 2021 |
JX Luxventure Limited Announces Reorganization and Removal of Variable Interest Entity Structure Exhibit 99.1 JX Luxventure Limited Announces Reorganization and Removal of Variable Interest Entity Structure Haikou, CHINA, December 17, 2021? JX Luxventure Limited (NASDAQ: LLL) (the ?Company?), a company engaged in casual menswear, cross-border merchandise, airfare and tourism business announced today that the Company has removed its variable interest entity (?VIE?) structure and has become the |
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| November 1, 2021 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Dist |
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| November 1, 2021 |
Form of Subscription Agreement Exhibit 10.2 JX Luxventure LIMITED Form of SUBSCRIPTION AGREEMENT This Subscription Agreement (this ?Agreement?) is being delivered by the purchaser identified on the signature page to this Agreement (the ?Subscriber?) in connection with the offer and sale by JX Luxventure Limited, a Republic of the Marshall Islands corporation (the ?Company?), of 100,000 shares (the ?Shares?) of Series D Converti |
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| November 1, 2021 |
Certificate of Designation of Series D Convertible Preferred Stock Exhibit 10.1 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES D CONVERTIBLE PREFERRED STOCK OF JX Luxventure Limited (Pursuant to Section 35 of the Business Corporations Act of the Marshall Islands) JX Luxventure Limited, a corporation organized and existing under the laws of the Republic of Marshall Islands (the ?Corporation?), does hereby certify: That pursuant to the authority confe |
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| October 21, 2021 |
KBSF / KBS Fashion Group Ltd / Sun Lei - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 JX Luxventure, Ltd. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) Y46002203 (CUSIP Number) Sun Lei Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 362700 People?s Republic of China Tel. (86) 595 8889 6198 (N |
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| October 13, 2021 |
JX Luxventure Limited Announces Changes of its Corporate Name and its Trading Symbol EX-99.1 2 ea148747ex99-1jxluxventure.htm PRESS RELEASE Exhibit 99.1 JX Luxventure Limited Announces Changes of its Corporate Name and its Trading Symbol Haikou, CHINA, October 13, 2021— JX Luxventure Limited (NASDAQ: LLL) (the “Company”), a company engaged in casual menswear, cross-border merchandise, airfare and tourism business announced today that its corporate name and trading symbol changes a |
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| October 13, 2021 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2021 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distr |
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| October 7, 2021 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2021 Commission File Number 001-35715 JX Luxventure Limited (Translation of registrant?s name into English) Bin Hai Da Dao No. 270 Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou Xiu Ying Distr |
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| October 7, 2021 |
Articles of Amendment to the Amended and Restated Articles of Incorporation Exhibit 3.1 ARTICLES OF AMENDMENT OF KBS FASHION GROUP LIMITED Reg. No. 52900 REPUBLIC OF THE MARSHALL ISLANDS REGISTRAR OF CORPORATIONS DUPLICATE COPY The original of this Document was filed in NON RESIDENT accordance with Section 5 of the Business Corporations Act on October 4, 2021 /s/ Peggy Yeung Peggy Yeung Deputy Registrar ARTICLES OF AMENDMENT OF ARTICLES OF INCORPORATION OF KBS FASHION GRO |
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| September 27, 2021 |
Sun Lei, CEO of Luxventure, has been appointed as President of Cross-Border Exhibit 99.1 Sun Lei, CEO of Luxventure, has been appointed as President of Cross-Border Merchants Association of Hainan Province SHISHI, China, September 27, 2021 /PRNewswire/ - KBS Fashion Group Limited (?KBS? or the ?Company?) (NASDAQ: KBSF), a leading fully-integrated casual menswear company in China and through the brand of Luxventure, engaging in cross-border merchandise, airfare and tourism |
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| September 27, 2021 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant?s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 3627 |
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| September 16, 2021 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant?s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 3627 |
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| September 16, 2021 |
English Translation of the Business Strategic Agreement Exhibit 10.1 Flower Crown (Hainan) Cross-border E-commerce Co., Ltd Business Strategic Cooperation Contract Contract signing place: [Haikou] City [Xiuying] District In accordance with the Civil Code of the People?s Republic of China and other laws and regulations, Party A and Party B conclude this Contract through friendly consultation in accordance with the principles of equality, voluntariness, |
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| September 16, 2021 |
Exhibit 99.1 Luxventure Entered into Agreement with Tianjin China Travel Cultural Development Company, a subsidiary of China Travel Services SHISHI, China, September 16, 2021 /PRNewswire/ - KBS Fashion Group Limited (?KBS? or the ?Company?) (NASDAQ: KBSF), a leading fully-integrated casual menswear company in China and through the brand of Luxventure, engaging in cross-border merchandise, airfare |
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| September 7, 2021 |
English Translation of the Supplier Agreement Exhibit 10.1 The Supplier Contract Party A: Flower Crown (Hainan) Cross-border E-commerce Co., Ltd. Party B: Hainan Supply and Marketing Daji Digital Technology Industry Co., Ltd. In accordance with the Civil Code of the People's Republic of China and other laws and regulations, Party A and Party B conclude this Contract through friendly consultation and in accordance with the principles of equali |
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| September 7, 2021 |
Luxventure Entered into Agreement with Hainan Supply and Marketing Daji Exhibit 99.1 Luxventure Entered into Agreement with Hainan Supply and Marketing Daji Digital Technology Industry Co., Ltd., the cross-border E-commerce subsidiary of Hainan Airline SHISHI, China, September 7, 2021 /PRNewswire/ - KBS Fashion Group Limited (?KBS? or the ?Company?) (NASDAQ: KBSF), a leading fully-integrated casual menswear company in China and through the brand of Luxventure, engagin |
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| September 7, 2021 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant?s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 3627 |
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| September 3, 2021 |
Certificate of Designation for Series C Convertible Preferred Stock Exhibit 3.1 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES C CONVERTIBLE PREFERRED STOCK OF KBS Fashion Group Limited (Pursuant to Section 35 of the Business Corporations Act of the Marshall Islands) KBS Fashion Group Limited, a corporation organized and existing under the laws of the Republic of Marshall Islands (the ?Corporation?), does hereby certify: That pursuant to the authorit |
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| September 3, 2021 |
Amendment to Certificate of Designation for Series A Convertible Preferred Stock Exhibit 3.2 AMENDMENT TO CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK OF KBS Fashion Group Limited (Pursuant to Section 35 of the Business Corporations Act of the Marshall Islands) KBS Fashion Group Limited, a corporation organized and existing under the laws of the Republic of Marshall Islands (the ?Corporation?), does hereby certify: That pursuant to |
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| September 3, 2021 |
EX-10.1 4 ea146902ex10-1kbsfashion.htm FORM OF LOCK-UP AGREEMENT Exhibit 10.1 September 1, 2021 KBS FASHION GROUP LIMITED Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 362700 People’s Republic of China Re: Lock-Up Agreement Ladies and Gentlemen: Reference is hereby made to the Subscription Agreement dated the date hereof between KBS Fashion Group Limited, a corporation inco |
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| September 3, 2021 |
EX-99.1 5 ea146902ex99-1kbsfashion.htm PRESS RELEASE Exhibit 99.1 KBS Fashion Group Limited Announces First Half of 2021 Financial Results SHISHI, China, September 3, 2021 /PRNewswire/ - KBS Fashion Group Limited (“KBS” or the “Company”) (NASDAQ: KBSF), a leading fully-integrated casual menswear company in China and through the brand of Luxventure, engaging in cross-border merchandise, airfare and |
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| September 3, 2021 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant?s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 3627 |
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| June 22, 2021 |
KBSF enters into Employment Agreement with Sun Lei, its Chief Executive Officer Exhibit 99.1 KBSF enters into Employment Agreement with Sun Lei, its Chief Executive Officer SHISHI, China, June 22, 2021 /PRNewswire/ - KBS Fashion Group Limited (?KBS? or the ?Company?) (NASDAQ: KBSF), a leading fully-integrated casual menswear company in China and the operator of Luxventure, a social media platform, today announced that the Company has entered into an Employment Agreement with |
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| June 22, 2021 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant?s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 362700 Pe |
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| June 22, 2021 |
English Translation of Employment Agreement EX-10.1 2 ea143079ex10-1kbsfasion.htm ENGLISH TRANSLATION OF EMPLOYMENT AGREEMENT Exhibit 10.1 This Employment Agreement (the “Agreement”) is made as of this day of June 22, 2021 (the “Effective Date”) by and between KBSF Fashion Group Limited, a corporate based in Marshall Island (“Employee”) and Sun Lei, a citizen of People’s republic of China(“Employer” or “Company”), (each, a “Party” and colle |
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| May 21, 2021 |
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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2021 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant?s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 362700 Peo |
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| May 21, 2021 |
Exhibit 99.1 KBS FASHION GROUP LIMITED, a Marshall Islands corporation NOTICE OF SPECIAL MEETING OF THE SHAREHOLDERS May 21, 2021 To the shareholders of KBS Fashion Group Limited, a Marshall Islands corporation (the ?Company?): NOTICE IS HEREBY GIVEN that a special meeting of the shareholders of the Company will be held on June 16, 2021 at 9:00 a.m. local time at: Wingate by Wyndham Hainan Chengma |
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| May 17, 2021 |
Certifications of Chief Executive Officer Pursuant to Rule 13a-14(a) or Rule 15d-1(a) Exhibit 12.1 KBS Fashion Group Limited CERTIFICATIOIN PURSUANT TO RULE 13a-14(a) OR RULE 15d-1(a) I, Sun Lei, certify that: 1. I have reviewed this Annual Report on Form 20-F of KBS Fashion Group Limited for the fiscal year ended December 31, 2020; 2. Based on my knowledge, this Annual Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to mak |
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| May 17, 2021 |
Consent from WWC, P.C., Independent Registered Public Accounting Firm EX-15.1 8 f20f2020ex15-1kbsfashion.htm CONSENT FROM WWC, P.C., INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We hereby consent to the use of our report dated May 17, 2021, relating to the consolidated financial statements of KBS Fashion Group Limited as at December 31, 2020 and 2019 and for each of the years in the three year pe |
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| May 17, 2021 |
Certifications of Chief Financial Officer Pursuant to Rule 13a-14(a) or Rule 15d-1(a) Exhibit 12.2 KBS Fashion Group Limited CERTIFICATION PURSUANT TO 13a-14(a) OR RULE15d-1(a) I, Keyan Yan, certify that: 1. I have reviewed this Annual Report on Form 20-F of KBS Fashion Group Limited for the fiscal year ended December 31, 2020; 2. Based on my knowledge, this Annual Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the |
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| May 17, 2021 |
Passenger Sales Agency Agreement Exhibit 10.4 INTERNATIONAL AIR TRANSPORT ASSOCIATION 3F, China Digital Harbor No.l, Wangjing North Road Beijing 100102, P.R. China PASSENGER SALES AGENCY AGREEMENT An Agreement made this 19th day of Jan 2021 BETWEEN ????????????? I BEIJING HEYANG INTERNATIONAL TRAVEL SERVICE CO., LTD. 083 4845 4 Having its principal office at RM (03)301032, 3/F, RM 101, 1/F-5/F, BLDG #351, SHUIANZHUANGYUAN, CHAOYA |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E |
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| May 17, 2021 |
Certifications of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 KBS Fashion Group Limited CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with this Annual Report on Form 20-F of KBS Fashion Group Limited for the fiscal year ended December 31, 2020, as filed with the U.S. Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, in the capacity and on the date indicated below, hereb |
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| May 17, 2021 |
Certifications of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 KBS Fashion Group Limited CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with this Annual Report on Form 20-F of KBS Fashion Group Limited for the fiscal year ended December 31, 2020, as filed with the U.S. Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, in the capacity and on the date indicated below, hereb |
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| April 30, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-35715 CUSIP Number Y46002 203 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2020 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Tr |
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| April 12, 2021 |
Exhibit 10.2 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK OF KBS Fashion Group Limited (Pursuant to Section 35 of the Business Corporations Act of the Marshall Islands) KBS Fashion Group Limited, a corporation organized and existing under the laws of the Republic of Marshall Islands (the ?Corporation?), does hereby certify: That pursuant to the authori |
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| April 12, 2021 |
EX-99.1 5 ea139307ex99-1kbsfashion.htm PRESS RELEASE Exhibit 99.1 KBSF Formed a Environmental, Social and Governance Committee and Luxventure closed a Digital Payment with Lakala Payment Co., Ltd. for Digital Renminbi. SHISHI, China, April 12, 2021 /PRNewswire/ - KBS Fashion Group Limited ("KBS" or the "Company") (NASDAQ: KBSF), a leading fully-integrated casual menswear company in China and the o |
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| April 12, 2021 |
Current Report of Foreign Issuer - REPORT OF FOREIGN PRIVATE ISSUER 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2021 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant?s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 362700 P |
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| April 12, 2021 |
EX-10.1 2 ea139307ex10-1kbsfashion.htm ENGLISH TRANSLATION OF DIGITAL RMB ACCEPTANCE AGREEMENT Exhibit 10.1 Contractors’ Digital RMB Acceptance Service Agreement V1.0 Party A :(payment agency) La KA La payment Co., Ltd. Party B :(special merchant) Through friendly consultation between Party A and Party B, in accordance with the principle of voluntary, mutual benefit and win-win cooperation, and in |
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| April 12, 2021 |
EX-10.3 4 ea139307ex10-3kbsfashion.htm FORM OF LOCK-UP AGREEMENT Exhibit 10.3 April 6, 2021 KBS FASHION GROUP LIMITED Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 362700 People’s Republic of China Re: Lock-Up Agreement Ladies and Gentlemen: Reference is hereby made to the Subscription Agreement dated the date hereof between KBS Fashion Group Limited, a corporation incorpor |
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| April 5, 2021 |
Exhibit 99.1 Luxventure Promoted Liu Zie, an Expert in Blockchain, Artificial Intelligence and Things of Internet, as its Chief Technology Officer. SHISHI, China, April 5, 2021 /PRNewswire/ - KBS Fashion Group Limited ("KBS" or the "Company") (NASDAQ: KBSF), a leading fully-integrated casual menswear company in China and the operator of Luxventure, a social media platform, announced today the prom |
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| April 5, 2021 |
Current Report of Foreign Issuer - FORM 6-K 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2021 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant?s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 362700 P |
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| March 29, 2021 |
Exhibit 10.1 Cross-Border Payment Agreement Party A: Hua Zhi Guan (Hainan) cross-border E-Commerce Co., Ltd. Party B: Hainan New Generation Technology Co., Ltd. Date: December 25, 2020 This Agreement consists of two parts: special clause and general clause, both of which are an integral part of the Agreement. Both parties may choose to cooperate with any or more products provided by Party B. if th |
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| March 29, 2021 |
Exhibit 99.1 Luxventure closed a Cross-Border Payment Agreement with Hainan New Generation Technology Co., Ltd. for Digital Payments SHISHI, China, March 26, 2021 /PRNewswire/ - KBS Fashion Group Limited ("KBS" or the "Company") (NASDAQ: KBSF), a leading fully-integrated casual menswear company in China and the operator of Luxventure, a social media platform, announced today that through Hua Zhi G |
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| March 29, 2021 |
Current Report of Foreign Issuer - CURRENT REPORT 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2021 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant?s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 362700 P |
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| March 15, 2021 |
Current Report of Foreign Issuer - REPORT OF FOREIGN PRIVATE ISSUER 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2021 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant?s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 362700 P |
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| March 15, 2021 |
Certificate of Designation for Series B Participating Preferred Stock Exhibit 3.1 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES B PARTICIPATING PREFERRED STOCK OF KBS FASHION GROUP LIMITED (Pursuant to Section 35 of the Business Corporations Act of the Marshall Islands) KBS Fashion Group Limited, a corporation organized and existing under the laws of the Marshall Islands (the ?Corporation?), does hereby certify: That pursuant to the authority conferre |
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| March 15, 2021 |
Exhibit 99.1 SHISHI, China, March 15, 2021 /PRNewswire/ - KBS Fashion Group Limited ("KBS" or the "Company") (NASDAQ: KBSF), a leading fully-integrated casual menswear company in China and the operator of Luxventure, a social media platform, announced today the authorization and declaration of a dividend distribution of one right for each outstanding share of common stock, par value $0.0001 per sh |
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| March 15, 2021 |
Exhibit 4.1 PREFERRED STOCK RIGHTS AGREEMENT This Preferred Stock Rights Agreement (this ?Agreement?), dated as of March 11, 2021, is by and between KBS Fashion Group Limited, a Republic of the Marshall Islands corporation (the ?Company?), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as rights agent (the ?Rights Agent?). Each of the Company and the |
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| February 26, 2021 |
Current Report of Foreign Issuer - REPORT OF FOREIGN PRIVATE ISSUER 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2021 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant?s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 36270 |
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| February 26, 2021 |
EX-10.1 2 ea136606ex10-1kbsfashion.htm BINDING MEMORANDUM OF UNDERSTANDING Exhibit 10.1 [Investor] and KBS Fashion Group Ltd. [Investor]和KBS时尚集团有限公司 Binding Memorandum of Understanding February 26, 2021 具有约束力的备忘录草案 February 26, 2021 This Summary of Terms and Provisions sets forth the principal terms of a transaction relating to the private financing of USD1,500,000 lead by [Investor] (“Investors”) |
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| February 11, 2021 |
Exhibit 10.1 DEBT EXCHANGE AGREEMENT This Debt Exchange Agreement (this “Agreement”), effective as of January 24, 2021, is entered into by and between KBS Fashion Group Limited, a corporation organized under the laws of the Marshall Islands (the “Company”) and Keyan Yan (the “Holder”). The Company and the Holder are sometimes individually referred to herein as a “Party” or collectively, as the “Pa |
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| February 11, 2021 |
Current Report of Foreign Issuer - REPORT OF FOREIGN PRIVATE ISSUER 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2021 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant’s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 36270 |
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| December 28, 2020 |
EX-10.1 2 ea132213ex10-1kbsfashion.htm SHARE EXCHANGE AGREEMENT, BY AND AMONG, KBS FASHION GROUP LIMITED, FLOWER CROWN HOLDING AND THE SHAREHOLDERS OF FLOWER CROWN HOLDING, DATED DECEMBER 21, 2020 Exhibit 10.1 SHARE EXCHANGE AGREEMENT This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of December 21, 2020, is by and among KBS Fashion Group Limited, a corporation organized under the laws of |
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| December 28, 2020 |
Current Report of Foreign Issuer - AMENDED NO.1 TO FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K/A AMENDED REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2020 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant’s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Prov |
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| December 28, 2020 |
Exhibit 10.2 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this “Agreement”), dated as of December 21, 2020, is by and among KBS Fashion Group Limited, a corporation organized under the laws of the Marshall Islands (the “Company”), and Sun Lei, and individual (the “Purchaser”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “ |
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| December 21, 2020 |
Current Report of Foreign Issuer - REPORT OF FOREIGN PRIVATE ISSUER 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 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2020 Commission File Number 001-35715 KBS FASHION GROUP LIMITED (Translation of registrant’s name into English) Xin Fengge Building Yupu Industrial Park Shishi City, Fujian Province 36270 |
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| December 21, 2020 |
EX-10.1 2 ea132052ex10-1kbsfashion.htm SHARE EXCHANGE AGREEMENT, BY AND AMONG, KBS FASHION GROUP LIMITED, FLOWER CROWN HOLDING AND THE SHAREHOLDERS OF FLOWER CROWN HOLDING, DATED DECEMBER 21, 2020 Exhibit 10.1 SHARE EXCHANGE AGREEMENT This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of December 9, 2020, is by and among KBS Fashion Group Limited, a corporation organized under the laws of |
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| December 21, 2020 |
Exhibit 10.2 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this “Agreement”), dated as of December 9, 2020, is by and among KBS Fashion Group Limited, a corporation organized under the laws of the Marshall Islands (the “Company”), and Sun Lei, and individual (the “Purchaser”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “P |
