ORIENTAL RISE HOLDINGS Ltd 6-K, filed Apr 15, 2026
ORIENTAL RISE HOLDINGS Ltd (ORISF)
About this 6-K
ORIENTAL RISE HOLDINGS Ltd filed this 6-K on April 15, 2026.
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 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of April 2026
Commission File Number 001-42371
Oriental Rise Holdings Limited
(Translation of registrant’s name into English)
No. 48 Xianyu Road
Shuangcheng Town, Zherong County
Ningde City, Fujian Province
People’s Republic 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 ☐
Extraordinary General Meeting held April 7, 2026; Reduction and Reorganization of Share Capital; Authority for Share Consolidation
On April 7, 2026, Oriental Rise Holdings Limited, a Cayman Islands exempted company (the “Company”) held an Extraordinary General Meeting of shareholders (the “April Meeting”). At the April Meeting, the following resolutions were approved and adopted:
| 1. |
The Company’s authorized share capital was reduced and reorganized such that the authorized share capital of the Company was changed from US$5,000,000 divided into 312,500,000 shares of par value $0.016 each to US$5,000,000 divided into 500,000,000 shares of par value $0.00001 each. Following the reduction and reorganization of share capital, the Company has 499,999,875,000 authorized shares designated as Ordinary Shares, par value $0.00001 and 125,000 authorized shares designated as Founder Preferred Shares, par value $0.00001.
A Reduction of Share Capital Certificate, furnished herewith as Exhibit 3.1, was filed with the Cayman Islands Registrar of Companies. |
| 2. | The Board of Directors of the Company was vested with the authority to consolidate the Company’s issued and unissued ordinary shares at a ratio of not less than one (1)-for-ten (10) and not more than one (1)-for-two hundred (200) at any time within the 180 days following the date of the Meeting, with the exact ratio and other terms of the consolidation to be determined by the Board of Directors of the Company in its discretion. |
1
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 15, 2026 | Oriental Rise Holdings Limited | |
| By: | /s/ Dezhi Liu | |
| Dezhi Liu | ||
| Chief Executive Officer | ||
2
EXHIBIT INDEX
| Exhibit No. | Description of Exhibits | |
| 3.1 | Reduction of Share Capital Certificate filed April 7, 2026 |
3
Exhibit 3.1
CT - 347597 REDUCTION OF SHARE CAPITAL TO WHOM IT MAY CONCERN I, Lisa Moore - Jervis , Assistant Registrar of Companies in and for the Cayman Islands, DO HEREBY CERTIFY THAT the minute set out below dated 7 th April 2026 with respect to the reduction of share capital by Solvency Statement dated 25 th March 2026 of Oriental Rise Holdings Limited Minute Minute of Capital Reduction The issued share capital of Oriental Rise Holdings Limited ( --- ) (the ¿Company¿) was by virtue of a special resolution passed on 7 April 2026 reduced from US$0.016 per issued share to US$0.00001 per issued share (the ¿Capital Reduction¿). Upon the Capital Reduction becoming effective, each authorised but unissued share of US$0.016 each shall be subdivided into one thousand and six hundred (1,600) unissued shares of US$0.00001 each in the share capital of the Company. At the date of the registration of this minute, the authorised share capital of the Company is US$5,000,000 divided into 500,000,000,000 shares of par value of US$0.00001 each, of which 5,181,815 shares of a par value of US$0.00001 each are in issue and the amount deemed to be paid up on each issued share of the Company is US$0.00001 each. When translated into English is, Min Oriental Red Group Limited was duly registered on the 7th April 2026 in compliance with all the requirements of the Companies Act (Revised) Authorisation Code : 147389417311 www.verify.gov.ky 10 April 2026
Given under my hand and Seal at George Town in the Island of Grand Cayman this 7th day of April Two Thousand Twenty - Six Assistant Registrar of Companies Cayman Islands Authorisation Code : 147389417311 www.verify.gov.ky 10 April 2026