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EX-2.1 - Greenpro Capital Corp.ex2-1.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):

April 27, 2017

 

Commission file number

 

000-55602

 

GREENPRO CAPITAL CORP.

(Exact name of registrant as specified in its charter)

 

Nevada

(State or Other Jurisdiction of Incorporation or Organization)

 

98-1146821   7374
(IRS Employer
Identification Number)
  (Primary Standard Industrial
Classification Code Number)

 

Room 1701-1703, 17/F, The Metropolis Tower,

10 Metropolis Drive, Hung Hom, Kowloon, Hong Kong

(852) 3111 7718

(Address & telephone number of principal executive offices)

 

Room 2201, 22/F Malaysia Building

50 Gloucester Road

Wanchai, Hong Kong

(Former name or former address, if changed since last report.)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

 

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
   
[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
   
[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

 

 

 

  
 

 

Item 1.01. Entry Into A Material Definitive Agreement

 

Acquisition of Gushen Credit Limited

 

On April 27, 2017, Greenpro Resources Limited, the wholly owned subsidiary of Greenpro Capital Corp (“GRNQ”) and Gushen Holding Limited, a Seychelles corporation (“GSHL”), entered into an Asset Purchase Agreement (the “Agreement”), pursuant to which GRNQ purchased the assets in Gushen Credit Limited (“GCL”), the wholly owned subsidiary of GSHL. As consideration thereof, GRNQ agreed to pay for the purchase price of $105,000. The purchase price was determined based upon fair value of the Purchased Assets, as defined in the Agreement, including Deposit in connection to Tenancy agreement, Electricity Bills, Water Bills and Telephone Bills, but excluding all cash and cash equivalent of GCL. The purchase price was offset by the amount owned to GRNQ and GRNQ did not have to pay any shortfall in the purchase price.

 

GSHL owns and operates a money lending business in Hong Kong via its subsidiary, GCL, located at 1701-03, 17/F, Metropolis Tower, 10 Metropolis Drive, Hung Hom, Kowloon, Hong Kong. On April 28, 2017, GSHL sold Two (2) ordinary shares of GCL to GRNQ, representing 100% of ownership, for a total consideration of $0.26 in cash. The purchase price is determined based on the mutual agreement between GSHL and GRNQ. Upon the closing, GRNQ takes over the business premises of GCL and also the Money Lender License of GCL.

 

The foregoing description of the Agreement is a summary only and is qualified in its entirety by the copy of the Agreement filed as Exhibit 2.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01 Financial Statements And Exhibits

 

(a) Financial Statements of Business Acquired.

 

Not applicable

 

(b) Pro Forma Financial Information.

 

Not applicable

 

(d)

Exhibits.

 

  Exhibit No.  

Description

       
  2.1   Asset Purchase Agreement, dated as of April 27, 2017, between Greenpro Resources Limited and Gushen Holding Limited

 

  
 

 

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.

 

  GREENPRO CAPITAL CORP.
  (Name of Registrant)
     
Date: April 28, 2017 By: /s/ Lee Chong Kuang
  Name: Lee Chong Kuang
  Title: Chief Executive Officer, President, Director (Principal Executive Officer)

 

Date: April 28, 2017 By: /s/ Loke Che Chan, Gilbert
  Name: Loke Che Chan, Gilbert
  Title: Chief Financial Officer, Secretary, Treasurer, Director (Principal Financial Officer, Principal Accounting Officer)