UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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 2020
Commission
File Number 001-38421
GOLDEN
BULL LIMITED
(Translation
of registrant’s name into English)
136-20
38th Ave., Suite 9A-2, Flushing, NY 11354
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form
20-F ☒ Form 40-F ☐
Indicate
by check mark if the registrant is submitting the Form 6-K as permitted by Regulation S-T Rule 101(b) (1): _____
Indicate
by check mark if the registrant is submitting the Form 6-K as permitted by Regulation S-T Rule 101(b) (7): _____
Item
8.01 Other Events- COVID-19 Reporting Exemption
Golden
Bull Limited (the “Company”) is filing this Report on Form 6-K pursuant to an order under Section 36 of the Securities
Exchange Act of 1934 modifying exemptions from the reporting and proxy delivery requirements for public companies (SEC Release
No.34-88465 / March 25, 2020). The outbreak of the COVID-19 pandemic in mainland China greatly affected our operations and the
preparation for and the actual audit of our financial statements for the year ended December 31, 2019. Commencing with the outbreak
in December, it was difficult for our employees to resume work at our corporate office in Shanghai. All of our employees were
asked to work from home. Some of our employees began to return to work in our office in early March. The preparation of audit
materials was significantly delayed. Our auditors were initially scheduled to perform an 11-day field work starting on March 2,
2020. However, due to the delay of preparing audit materials and travel restrictions in Beijing and Shanghai, field work was delayed
and rescheduled. The Company estimates that it will be able to file its Annual Report on Form 20-F on or before June 14, 2020.
The Statement for Audit Work Delay signed by the Company’s auditors stating the specific reasons why such firm is unable
to furnish their audit report on or before the due date of the Company’s Annual Report is attached hereto as Exhibit 99.1.
Risk
Factors
We
are subject to various risks due to the coronavirus which have materially and adversely affected our operations and our business
and financial condition.
We
believe that our results of operations, business and financial condition have been and will continue to be adversely affected
by the outbreak of COVID-19 in China. While the World Health Organization declared the outbreak a “Public Health Emergency
of International Concern” on January 30, 2020, our operations were adversely affected since the outbreak in China in December
2019. Substantially all of our operations, including all of our employees and customers are in China. All of our employees were
asked to work at home and did not begin to return to work until early March 2020.
Our
operations were adversely affected by the following risks, among others: travel restrictions on our employees, customers and vendors;
shortage of automobiles to lease; assorted logistics delays; liquidity issues; business operations disruptions; and the general
economic downturn in the economy as a result of quarantined persons.
While
the Chinese economy is slowly recovering, the duration of any economic downturn resulting from COVID-19 is uncertain. The full
extent to which COVID-19 will impact our financial results and business condition will depend on future developments which cannot
be predicted.
Appointment
of Officer and Directors
On
April 19, 2020, the Board of Directors of the Company (the “Board”) appointed Mr. Hong Yu as an executive director
and Chief Strategy Officer of the Company, effective immediately.
From
1999 to 2001, Mr. Yu studied at Changzhou Technology and Normal College. In 2008, Mr. Yu founded Quyou Gaming which was one of
the largest Web Gaming Platforms in China. For more than the last five years Mr. Yu has been involved in founding gaming and start-up
companies. In 2013, Mr. Yu worked as Senior VP of 360 Group when Quyou Gaming was acquired by 360 Group, In 2015, Mr. Yu founded
Beijing Qingyun Interactive Technology Limited. In 2018, Mr. Yu initiated KFUND a crypto fund focusing on investments opportunities
in blockchain and innovation. At 3 am February 11, 2018, Mr. Yu initiated “3AM” community which is very influential
in the Chinese blockchain community.
The
Company and Mr. Hong Yu entered into an employment agreement (the “Yu Employment Agreement” on April 20, 2020, pursuant
to which the Company agreed to pay Mr. Yu one hundred thousand dollars (US $100,000) annually for serving as the Chief Strategy
Officer of the Company starting from the effective date of the Yu Employment Agreement. The Company shall also reimburse Mr. Yu
for reasonable and approved expenses incurred by him in connection with the performance of his duties under the Yu Employment
Agreement. The Yu Employment Agreement is for a two-year term, automatically renewable for one-year terms unless terminated by
either party within three months of the end of the applicable term. The agreement is terminable for Cause (as defined) or without
Cause or upon a Change of Control (as defined), provided certain severance payments are made. The Yu Employment Agreement provides
for non-competition and non-solicitation periods of one-year from termination of employment for any reason. A copy of the Yu Employment
Agreement is filed as Exhibit 99.2 to this Current Report on Form 6-K.
The
Company and Mr. Hong Yu also entered into a director agreement (the “Yu Director Agreement”) on April 20, 2020, pursuant
to which the Company agreed to pay Mr. Yu one thousand dollars (US $1000) per quarter for serving on the Board for a one-year
period ,subject to a one-year renewal, starting from the effective date of the Yu Director Agreement. The Company shall also reimburse
Mr. Yu for reasonable and approved expenses incurred by him in connection with the performance of his duties under the Yu Director
Agreement. A copy of the Yu Director Agreement is filed as Exhibit 99.3 to this Current Report on Form 6-K.
Mr.
Yu has no family relationship with any of the executive officers or directors of the Company. There have been no transactions
in the past two years to which the Company or any of its subsidiaries was or is to be a party, in which Mr. Yu had, or will have,
a direct or indirect material interest.
On
April 19, 2020, the Board of Directors of the Company (the “Board”) appointed Mr. Yan Xiong as an independent director,
effective immediately.
From
September 1983 to July 1987, Mr. Yan Xiong studied and graduated from Hunan University Business School with a bachelor’s
degree in Industrial Accounting. From August 1987 to December 1996, Mr. Xiong worked at Import and Outport Company of Hunan Province.
From 1997 to December 2000, Mr. Xiong worked as the General Manager at Zhuhai Dajiaweikang Wujin Mineral Import and Outport Company.
From 2001 to October 2013, Mr. Xiong worked as chairman of the board of directors at Guangzhou Kangsheng Bio-tech Limited. From
2014 to present, Mr. Xiong works as chairman of the board of directors at Guangzhou Kangsheng Pharmaceutical Technology Limited
The
Company and Mr. Yan Xiong entered into an director agreement (the “ Xiong Independent Director Agreement” on April
20, 2020, pursuant to which the Company agreed to pay Mr. Xiong one thousand dollars (US$ 1000) per quarter for serving on the
Board for a one-year term , subject to a one-year renewal, starting from the effective date of the Xiong Independent Director
Agreement. The Company shall also reimburse Mr. Xiong for reasonable and approved expenses incurred by him in connection with
the performance of his duties under the Xiong Independent Director Agreement. A copy of the Xiong Independent Director Agreement
is filed as Exhibit 99.4 to this Current Report on Form 6-K.
Nasdaq
Tolling of Bid Price Compliance Period
The
Company has been notified by Nasdaq that Nasdaq has extended until December 7, 2020 the second grace period for the Company to
regain compliance with the minimum $1.00 per share bid price. As previously announced by the Company, it can regain compliance
by effecting a reverse stock split , if necessary, to evidence compliance for a minimum of 10 consecutive trading days.
Item
9.01 Financial Statements and Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
|
GOLDEN
BULL LIMITED
|
|
(Registrant)
|
|
|
|
Date:
April 24, 2020
|
By:
|
/s/ Erke Huang
|
|
Name:
|
Erke
Huang
|
|
Title:
|
Chief
Financial Officer
|
4
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