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 July 2020
Commission File Number: 001-38051
SOS Limited
(Translation of registrant’s name into English)
Room 8888, Jiudingfeng Building, 888 Changbaishan Road,
Qingdao Area, China (Shandong) Pilot Free Trade Zone
People’s Republic of China
+86 0311-80910921
(Address of principal executive office)
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): ☐
Submission of Matters to a Vote of Security Holders.
SOS Limited (formerly known as China Rapid Finance Limited), a Cayman Islands company (the “Company”) held its 2020 annual general meeting of shareholders at 10:00 a.m. local time, July 17, 2020, at Room 7-705, Zhongjidasha Plaza, 819-1 Yinxianglu Road, Nanxiang Township, Jiading District, Shanghai, 201802, People’s Republic of China. holders of a total of 115,756,208 shares (consisting of 98,484,303 Class A Ordinary Shares and 17,271,905 Class B Ordinary Shares), out of a total of 135,459,759 shares (consisting of 112,252,248 Class A Ordinary Shares and 23,207,511 Class B Ordinary Shares) issued and outstanding and entitled to vote at the Meeting and therefore constituting a quorum of more than a third of the shares outstanding and entitled to vote at the annual general meeting of shareholders as of the record date of June 18, 2020. Each Class A Ordinary Share is entitled to one vote, and each Class B Ordinary Share is entitled to ten votes. The final voting results for each matter submitted to a vote of shareholders at the meeting are as follows:
| 1. | Re-election of directors |
The following individuals were re-elected as directors to serve on the Board of Directors of the Company, to hold office for a one-year term subject to renewal at the Company’s next annual general meeting.
| Director’s Name | For | Against | ||
| Yandai Wang | 270,396,673 | 797,500 | ||
| Hao (Kevin) Chen | 270,394,913 | 801,210 | ||
| Russell Krauss | 270,483,063 | 713,020 | ||
| Douglas L. Brown | 270,478,933 | 717,150 | ||
| Ronggang (Jonathan) Zhang | 270,905,523 | 290,560 | ||
| Wenbin Wu | 270,905,373 | 290,710 | ||
| Po Wang | 270,381,793 | 812,290 |
| 2. | To approve and adopt an amendment and restatement of the Company’s Fourth Amendment to the Memorandum and Articles of Association, including the removal of certain restrictions on share rights and the change of the Company’s name from “China Rapid Finance Limited” to “SOS Limited” |
The shareholders approved the proposal.
| For | Against | Abstain | ||
| 270,441,173 | 754,140 | 8,040 |
| 3. | To approve and adopt the Company’s 2020 Equity Incentive Plan |
The shareholders approved the proposal.
| For | Against | Abstain | ||
| 270,124,353 | 1,055,930 | 23,070 |
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Entry into a Material Definitive Agreement
On July 17, 2020, the Company’s wholly owned subsidiary SOS Information Technology Co., Ltd. (“SOS Information”) and the Qingdao West Coast New District Management Committee (the “Qingdao Committee”) entered into certain Investment Cooperation Agreement (the “Agreement”). Pursuant to the Agreement, SOS Information will relocate its headquarters from Guizhou to Qingdao West Coast New District (the “New District”), which is the ninth national new district approved by the State Council of the People’s Republic of China. The Qingdao Committee will coordinate with the relevant regional government functional departments and units on behalf of SOS Information and will assist it in handling various examination and approval procedures related to the relocation construction project. The Qingdao Committee will also grant rewards and incentives to SOS Information for the relocation including cash-back rewards, office space rental and renovation subsidies, apartment rental subsidies, and tax breaks, according to certain milestones of the relocation.
A copy of the unofficial translation of the Agreement is attached hereto as Exhibit 99.1 and such document is incorporated herein by reference. The foregoing is only a brief description of the material terms of the Agreement, and does not purport to be a complete description of the rights and obligations of the parties thereunder and is qualified in its entirety by reference to such exhibit.
Financial Statements and Exhibits.
Exhibits.
| Exhibit No. | Description | |
| 99.1 | Unofficial Translation of Investment Cooperation Agreement, dated July 17, 2020 |
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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.
Dated: July 21, 2020
| SOS Limited | ||
| By: | /s/ Yandai Wang | |
| Name: | Yandai Wang | |
| Title: | Chief Executive Officer | |
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