6-K
Abits Group Inc (ABTS)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
Washington,D.C. 20549
FORM6-K
REPORTOF FOREIGN PRIVATE ISSUER
PURSUANTTO RULE 13a-16 OR 15d-16
UNDERTHE SECURITIES EXCHANGE ACT OF 1934
Forthe month of December 2024
CommissionFile Number: 333-256665
ABITSGROUP INC
Level24, Lee Garden One, 33 Hysan Avenue
CausewayBay
HongKong SAR, China
(Addressof 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 ☐
ExplanatoryNote:
The Registrant held its 2024 annual meeting of shareholders (the “Annual Meeting”) on December 10, 2024, at 11:00 A.M., Hong Kong Time, at Level 24, 33 Hysan Avenue, Causeway Bay, Hong Kong SAR, China.
A total of 44,653,789 votes of the Registrant’s ordinary shares and preferred shares present in person or by proxy, representing 68.12% of the combined voting power of the ordinary shares and preferred shares entitled to vote at the Annual Meeting and constituting a quorum for the transaction of business.
The following tables reflect the final tabulation of the votes with respect to each proposal submitted to a vote of the Registrant’s shareholders at the Annual Meeting. Abstentions were counted as present for the purpose of establishing a quorum, but were not treated as votes cast on each respective proposal. Each ordinary share is entitled to one vote, and each preferred share is entitled to six votes. The number of votes cast by preferred shares represented 5,000,000 preferred shares multiplied by six votes per share.
| PROPOSAL 1: | Election of Directors | |||||
|---|---|---|---|---|---|---|
| Nominee | For | Against | Abstain | |||
| --- | --- | --- | --- | --- | --- | --- |
| Conglin (Forrest) Deng | 44,648,785 | 4,385 | 618 | |||
| Lionel Choong Khuat Leok | 44,648,803 | 4,385 | 600 | |||
| Tao Xu | 44,648,889 | 4,281 | 618 | |||
| Chuan Zhan | 44,648,907 | 4,281 | 600 | |||
| Yanyan Sun | 44,648,817 | 4,371 | 600 | |||
| PROPOSAL 2: | Ratification of Appointment of Independent Auditor | |||||
| --- | --- | |||||
| Total Votes | For | Against | Abstain | |||
| --- | --- | --- | --- | --- | --- | --- |
| Ordinary shares and preferred shares | 44,650,439 | 3,131 | 218 | |||
| PROPOSAL 3: | Reverse Share Split at A Ratio between One-for-Six and One-for-Fifteen, with the Exact Ratio to Be Determined by the Board of Directors. | |||||
| --- | --- | |||||
| Total Votes | For | Against | Abstain | |||
| --- | --- | --- | --- | --- | --- | --- |
| Ordinary shares and preferred shares | 44,646,703 | 6,784 | 302 | |||
| PROPOSAL 4: | Such other business as may properly come before the meeting or any adjournment thereof. | |||||
| --- | --- | |||||
| Total Votes | For | Against | Abstain | |||
| --- | --- | --- | --- | --- | --- | --- |
| Ordinary shares and preferred shares | 44,645,097 | 8,374 | 318 |
On December 12, 2024, the Registrant issued a press release announcing the results of its 2024 Annual Meeting of Shareholders. A copy of the press release is furnished as Exhibit 99.1 hereto.
ExhibitIndex
| Exhibit | Description |
|---|---|
| 99.1 | Press release dated December 12, 2024 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ABITS GROUP INC | ||
|---|---|---|
| Date:<br> December 12, 2024 | By: | /s/ Deng Conglin |
| Name: | Deng<br> Conglin | |
| Title<br> : | Chief<br> Executive Officer |
Exhibit99.1
AbitsGroup Announces Results of Annual Meeting of Shareholders
HongKong, December 12, 2024 (GLOBE NEWSWIRE) – Abits Group Inc (the “Company”) (NASDAQ: ABTS), a digital data center operator specializing in bitcoin self-mining operations, today announced the results of its 2024 Annual Meeting of Shareholders that was held on December 10, 2024 in Hong Kong.
At the meeting, the shareholders:
| ● | Elected<br> Conglin (Forrest) Deng, Lionel Choong Khuat Leok, Tao Xu, Chuan Zhan, and Yanyan Sun to its Board of Directors; |
|---|---|
| ● | Ratified<br> the appointment of Audit Alliance LLP as the Company’s independent registered public accounting firm for the fiscal year ending<br> December 31, 2024 |
| ● | Approved<br> a share consolidation of the issued and outstanding shares of the Company’s ordinary shares at a ratio between one-for-six<br> and one-for-fifteen, with the exact ratio to be determined by the Board of Directors in its discretion and an amendment and restatement<br> to the Company’s memorandum and articles of association giving effect to the Reverse Share Split. |
AboutAbits Group Inc
Abits Group Inc (formerly, Moxian (BVI) Inc), a British Virgin Islands business company formed in May 2021, is the surviving company following its merger with Moxian, Inc. in August 2021. Abits Group Inc is a new generation digital company, with self-mining operations in the State of Tennessee through wholly owned U.S. subsidiaries.
Forward-LookingStatements
Thisannouncement contains forward-looking statements as defined in Section 21E of the Securities Exchange Act of 1934 as amended. These forward-lookingstatements are based on the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995 and may be governed by termssuch as “will,” “expect,” “anticipate,” “future,” “intend,” “plan,”Believe, “estimate”, “potential”, “continue”, “in progress”, “goal”, “guidanceexpectations” and similar statements are identified. The company may also include in its periodic reports to the US Securitiesand Exchange Commission (“SEC”), annual reports to shareholders, press releases and other written materials, as well as oralstatements from third parties to the company’s management, directors or employees. Oral forward-looking statements. Any statementsthat are not historical facts, including statements about the company’s philosophy and expectations, are forward-looking statementsthat involve factors, risks, and uncertainties that could cause actual results to differ materially from those in the forward-lookingstatements. These factors and risks include, but are not limited to, the following: company’s goals and strategies; future businessdevelopment; financial status and operating results; expected growth of China’s credit industry, especially the expected growthof China’s online lending platform; market-oriented and credit products and The demand and acceptance of services; and the abilityof credit to attract and retain borrowers and lenders in the market; the relationship between the company and strategic partners; industrycompetition; and policies and regulations related to the company’s structure, business and industry. More detailed informationabout these and other risks and uncertainties is included in the company’s filings with the Securities and Exchange Commission.All information provided in the company’s introduction is the latest information as of the date of publication of the company.Except as provided by applicable law, the company is not obligated to update such information.
Forfurther information, please contact:
Wanhong Tan
Chief Financial Officer
+852 9855 6575
ir@abitgrp.com