6-K
JX Luxventure Group Inc. (JXG)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
WASHINGTON,D.C. 20549
FORM6-K
REPORTOF FOREIGN PRIVATE ISSUER
PURSUANTTO RULE 13a-16 OR 15d-16 OF THE
SECURITIESEXCHANGE ACT OF 1934
Forthe month of April 2022
CommissionFile Number 001-35715
JXLuxventure Limited
(Translation of registrant’s name into English)
BinHai Da Dao No. 270
LangQin Wan Guo Ji Du Jia Cun Zong He Lou
XiuYing District
HaikouCity, Hainan Province 570100
People’sRepublic of China
(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): ☐
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
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): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
On April 13, 2022, JX Luxventure Limited (the “Company”), a service provider delivering comprehensive solutions to global elite families with business segments covering menswear, cross-border merchandise, airfare and tourism, appointed Ms. Ting Ting Jiang as the Director of Marketing.
With over 15 years of experience, Ms. Jiang is an expert in brand promotion and marketing. She had worked with several major companies in senior roles, including Chief Operating Officer and Chief Marketing Officer. Her experience included working with companies such as HC Group (02280.HK) and Wetrade Group INC.
On April 13, 2022, the Company issued the press release furnished herewith as Exhibit 99.1 regarding the appointment of Ms. Ting Ting Jiang as Director of Marketing.
On April 9, 2022, the Company dismissed its independent registered public accounting firm, WWC, P.C. The Board of Directors of the Company approved the dismissal of WWC, P.C. and approved the engagement of Onestop Assurance PAC as our independent registered public accounting firm, to audit the Company’s financial statements for the year ended December 31, 2021, in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) for foreign private issuers and the PCAOB.
During the Company’s fiscal year ended December 31, 2020 and the subsequent interim period preceding their dismissal, there were no disagreements with WWC, P.C., whether or not resolved, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to the satisfaction of WWC, P.C. would have caused them to make reference to the subject matter of the disagreement in connection with their report on the Company’s financial statements.
During the two most recent fiscal years and the interim periods preceding the engagement, and through the date of this Current Report on form 6-K (the “Report”), neither the Company nor anyone on its behalf has previously consulted with Onestop Assurance PAC regarding either (a) the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Company’s financial statements, and neither a written report was provided nor oral advice was provided to the Company that Onestop Assurance PAC concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (b) any matter that was either the subject of a disagreement (as defined in paragraph 304(a)(1)(iv) of Regulation S-K and the related instructions thereto) or a reportable event (as described in paragraph 304(a)(1)(v)) of Regulation S-K).
We have provided WWC, P.C. with a copy of the disclosures we are making in this Report and have requested that WWW, P.C. furnish us with a letter addressed to the SEC stating whether such firm agrees with the above statements or, if not, stating the respects in which it does not agree. We have received the requested letter from WWC, P.C. and a copy of the letter is filed with this Report.
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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.
| Date: April 13, 2022 | JX Luxventure Limited | |
|---|---|---|
| By: | /s/ Sun Lei | |
| Sun Lei<br><br> Chief Executive Officer |
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EXHIBITINDEX
| Exhibit Number | Description |
|---|---|
| 16.1 | Letter from WWC, P.C dated April 13, 2022 |
| 99.1 | Press Release |
3
Exhibit 16.1
April 13, 2022
Securities and Exchange Commission
100 F Street N.E.
Washington, D.C. 20549
WWC, P.C. (“WWC”) has been furnished with a copy of the disclosures in the Form 6-K for the event that occurred on April 9, 2022 to be filed by WWC’s former client JX Luxventure Limited (the “Company”). WWC does not disagree with the Company’s statements regarding WWC contained in the Form 6-K filing.
WWC has no basis to agree or disagree with any other part of the Form 6-K that pertains to statement not related to WWC.
Very truly yours,
/s/ WWC, P.C.
WWC, P.C.
Certified Public Accountants
Exhibit 99.1
JX LuxventureAppoints Ms. Ting Ting Jiang as Director of Marketing
Haikou, CHINA, April 13, 2022— JX Luxventure Limited (Nasdaq: LLL) (the “Company”), a service provider delivering comprehensive solutions to global elite families with business segments covering menswear, cross-border merchandise, airfare and tourism, announced today the appointment of Ms. Ting Ting Jiang as the Director of Marketing.
With over 15 years of experience, Ms. Jiang is an expert in brand promotion and marketing. She had worked with several major companies in senior roles, including Chief Operating Officer and Chief Marketing Officer. Her experience included working with companies such as HC Group (02280.HK) and Wetrade Group INC.
Ms. Sun “Ice” Lei, Chief Executive Officer of the Company commented: “While our company is nowhere near the size of Ms. Jiang’s previous employers, by joining our company, confirms Ms. Jiang’s confidence in our growth. I am excited to work with Ms. Jiang to not only promote the brand of Luxventure, and most importantly, to enhance our cooperation with major online platforms to distribute our products.”
About JX Luxventure Limited
Headquartered in Haikou, China, JX Luxventure Limited is a service provider delivering comprehensive solutions to global elite families. Its business segments cover menswear, cross-border merchandise, airfare, and tourism. To learn more about the Company, please visit its corporate website at en.jxluxventure.com.
Safe Harbor Statement
This press releasemay contain certain “forward-looking statements” relating to the business of JX Luxventure Limited, and its subsidiary companies.All statements, other than statements of historical fact included herein, are “forward-looking statements” in nature withinthe meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, often identified by the use offorward-looking terminology such as “believes,” “expects” or similar expressions, involve known and unknown risksand uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, theydo involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue relianceon these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differmaterially from those anticipated in these forward-looking statements due to a variety of factors, including those discussed in the Company’speriodic reports filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). All forward-lookingstatements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Otherthan as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
SOURCE JX Luxventure Limited
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