UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER 

PURSUANT TO RULE 13a-16 or 15d-16 UNDER 

THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of November 2022

 

Commission file number: 001-39259

 

China Liberal Education Holdings Limited

 

Room 805, Block 15, No. A1 Chaoqian Road

Science and Technology Park, Changping District

Beijing, People’s Republic of China 102200

(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 in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 
 

 

 

Explanatory Note:

 

China Liberal Education Holdings Limited (the “Registrant”) is filing this report on Form 6-K to report its financial results for the six months ended June 30, 2022 and to discuss its recent corporate developments.

 

Attached as exhibits to this Report on Form 6-K are:

 

 

(1)

the unaudited condensed interim consolidated financial statements and related notes as Exhibit 99.1;

 

 

 

 

(2)

Management’s Discussion and Analysis of Financial Condition and Results of Operations as Exhibit 99.2;

 

 

 

 

(3)

the press release dated November 7, 2022 titled “China Liberal Education Limited Reports Financial Results for the First Six Months of Fiscal Year 2022” as Exhibit 99.3;

 

 

 

 

(4)

Interactive Data File disclosure as Exhibit 101 in accordance with Rule 405 of Regulation S-T.

 

 

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SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

 

Statements in this current report with respect to the Company’s current plans, estimates, strategies and beliefs and other statements that are not historical facts are forward-looking statements about the future performance of the Company. Forward-looking statements include, but are not limited to, those statements using words such as “believe,” “expect,” “plans,” “strategy,” “prospects,” “forecast,” “estimate,” “project,” “anticipate,” “aim,” “intend,” “seek,” “may,” “might,” “could” or “should,” and words of similar meaning in connection with a discussion of future operations, financial performance, events or conditions. From time to time, oral or written forward-looking statements may also be included in other materials released to the public. These statements are based on management’s assumptions, judgments and beliefs in light of the information currently available to it. The Company cautions investors that a number of important risks and uncertainties could cause actual results to differ materially from those discussed in the forward-looking statements, including but not limited to, product and service demand and acceptance, changes in technology, economic conditions, the impact of competition and pricing, government regulation, and other risks contained in reports filed by the company with the U.S. Securities and Exchange Commission. Therefore, investors should not place undue reliance on such forward-looking statements. Actual results may differ significantly from those set forth in the forward-looking statements.

 

All such forward-looking statements, whether written or oral, and whether made by or on behalf of the company, are expressly qualified by the cautionary statements and any other cautionary statements which may accompany the forward-looking statements. In addition, the company disclaims any obligation to update any forward-looking statements to reflect events or circumstances after the date hereof.

 

 

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Exhibit Index

 

99.1

Unaudited Consolidated Financial Statements and Related Notes as of June 30, 2022 and December 31, 2021 and for the Six Months Ended June 30, 2022 and 2021

99.2

Management’s Discussion and Analysis of Financial Condition and Results of Operations

99.3

Press release dated November 7, 2022 titled “China Liberal Education Holdings Limited Reports Financial Results for the First Six Months of Fiscal Year 2022”

101.INS

Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).

101.SCH

Inline XBRL Taxonomy Extension Schema Document.

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB

Inline XBRL Taxonomy Extension Labels Linkbase Document.

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

 

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

China Liberal Education Holdings Limited

 

 

 

 

 

Date: November 7, 2022

By:

/s/ Ngai Ngai Lam

 

 

Name:

Ngai Ngai Lam

 

 

Title:

Chief Executive Officer

 

 

 

 

 

 

 

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