Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
August 06 2021 - 9:01AM
Edgar (US Regulatory)
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 August 2021
Commission File Number: 001-36885
TANTECH HOLDINGS LTD
c/o Zhejiang Forest Bamboo Technology Co., Ltd.
No. 10 Cen Shan Road, Shuige Industrial Zone
Lishui City, Zhejiang Province 323600
+86-578-226-2305
(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.
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): ¨
1. Dismantling VIE Structure
On
August 3, 2021, TANTECH HOLDINGS LTD (the “Registrant”), a holding company incorporated in the British Virgin Islands,
completed dismantling its Variable Interest Entity (“VIE”) structure and began controlling Hangzhou Wangbo Investment Management
Co., Ltd (“Wangbo”), Shangchi Automobile Co., Ltd. (“Shangchi Automobile”) and its subsidiary, Shenzhen Yimao
New Energy Sales Co., Ltd. (“Shenzhen Yimao”) through direct equity ownership instead of a series of contractual arrangements.
As
previously disclosed, the Registrant began to utilize the VIE structure since 2016 to control Shangchi Automobile because the Guidance
Catalogue for Industrial Structure Adjustments (the “Catalogue”), the principal regulation governing foreign ownership of
businesses in the PRC, expressly prohibited direct foreign investment over 50% in automobile industry. In 2018, the Catalogue was
replaced by the Special Administrative Measures (Negative List) for Foreign Investment Access (the “Negative List”). According
to the Negative List, foreign investors may invest fully in the business that Shangchi Automobile is conducting. Therefore, the Registrant
does not need to use VIE structure to control Shangchi Automobile.
The
Registrant previously controlled Wangbo, Shangchi Automobile and Shenzhen Yimao through a series of contractual arrangements (collectively
“VIE Agreements”). Pursuant to the VIE Agreements, Shanghai Jiamu Investment Management Co., Ltd (“Jiamu”) had
the exclusive right to provide Wangbo consulting services related to business operations including technical and management consulting
services. The Registrant acquired 51% of Wangbo from its shareholders through Jiamu. After the VIE was dismantled, the Registration indirectly
owns 100% of Wangbo. Wangbo and Jiyi keep owning 51% and 19% of Shangchi Automobile respectively. A third party keeps owning 30% of Shangchi
automobile.
2. Establishing New Subsidiaries
To explore opportunities in supply chain industry, the Registrant established
two new subsidiaries in Zhejiang, China. Eurasia Holdings (Zhejiang) Co., Ltd. was established in July 2021 as a holding company. Hangzhou
Eurasia Supply China Co., Ltd. was established in August 2021 as an operating entity for supply chain business.
3. Corporate Structure
Prior to the above-mentioned changes, the Registrant’s
corporate structure was as below:
After these changes, the Registrant’s current
corporate structure is as below:
The Registrant does not expect any negative impact of these changes
on its operation.
SIGNATURES
Pursuant to the requirements of the Securities
and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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TANTECH HOLDINGS LTD
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By:
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/s/ Wangfeng Yan
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Name: Wangfeng Yan Chief Executive Officer (Principal Executive Officer) and Duly Authorized Officer
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Dated: August 6, 2021
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