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 November, 2018.

Commission File Number: 333-130386

GENTOR RESOURCES INC.
(Exact Name of Registrant as Specified in Charter)

1 FIRST CANADIAN PLACE, SUITE 7070
100 KING STREET WEST,
TORONTO, ONTARIO, M5X 1E3, CANADA
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F      [X] 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.


SIGNATURE

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.

  GENTOR RESOURCES INC.
  (Registrant)
     
Date: November 23, 2018 By: /s/ Donat K. Madilo
  Name: Donat K. Madilo
  Title: Chief Financial Officer


EXHIBIT INDEX

99.1 Amended Memorandum of Association



COMPANIES LAW (REVISED)

COMPANY LIMITED BY SHARES

_____________________________________________________________________

AMENDED MEMORANDUM OF ASSOCIATION

OF

Gentor Resources Inc.
(Approved by special resolution passed on the 31 st day of August 2018 and then made effective
on the 10 th day of October 2018)
_____________________________________________________________________

Ref: BKR/RZD-423987.00002


 

www.verify.gov.ky File#: 266618
Filed: 17-Oct-2018 12:03 EST
Auth Code: H20732954220


COMPANIES LAW (REVISED)

COMPANY LIMITED BY SHARES

AMENDED MEMORANDUM OF ASSOCIATION

OF

Gentor Resources Inc.
(Approved by special resolution passed on the 31 st day of August 2018 and then made effective on the 10 th day of October 2018)

1

The name of the Company is Gentor Resources Inc.

 

 

2

The Company’s registered office will be situated at the office of Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue, George Town, Grand Cayman KY1- 9005, Cayman Islands or at such other place in the Cayman Islands as the directors may at any time decide.

 

 

3

The Company’s objects are unrestricted. As provided by section 7(4) of the Companies Law (Revised), the Company has full power and authority to carry out any object not prohibited by any law of the Cayman Islands.

 

 

4

The Company has unrestricted corporate capacity. Without limitation to the foregoing, as provided by section 27 (2) of the Companies Law (Revised), the Company has and is capable of exercising all the functions of a natural person of full capacity irrespective of any question of corporate benefit.

 

 

5

Nothing in any of the preceding paragraphs permits the Company to carry on any of the following businesses without being duly licensed, namely:


  (a)

the business of a bank or trust company without being licensed in that behalf under the Banks and Trust Companies Law (Revised) ; or

   

 

  (b)

insurance business from within the Cayman Islands or the business of an insurance manager, agent, sub-agent or broker without being licensed in that behalf under the Insurance Law (Revised);or

   

 

  (c)

the business of company management without being licensed in that behalf under the Companies Management Law (Revised).


6

The Company will not trade in the Cayman Islands with any person, firm or corporation except in furtherance of its business carried on outside the Cayman Islands. Despite this, the Company may effect and conclude contracts in the Cayman Islands and exercise in the Cayman Islands any of its powers necessary for the carrying on of its business outside the Cayman Islands.

 

 

7

The Company is a company limited by shares and accordingly the liability of each member is limited to the amount (if any) unpaid on that member's shares.

 

 

8

The share capital of the Company is US $400,000 divided into 500,000,000 common shares of US $0.0008 par value each. There is no limit on the number of shares of any class which the Company is authorised to issue. However, subject to the Companies Law (Revised) and the Company’s articles of association, the Company has power to do any one or more of the following:


  (a)

to redeem or repurchase any of its shares; and

     
  (b)

to increase or reduce its capital; and

1

www.verify.gov.ky File#: 266618
Filed: 17-Oct-2018 12:03 EST
Auth Code: H20732954220



  (c)

to issue any part of its capital (whether original, redeemed, increased or reduced):


  (i)

with or without any preferential, deferred, qualified or special rights, privileges or conditions; or

     
  (ii)

subject to any limitations or restrictions

and unless the condition of issue expressly declares otherwise, every issue of shares (whether declared to be ordinary, preference or otherwise) is subject to this power; or

  (d)

to alter any of those rights, privileges, conditions, limitations or restrictions.


9

The Company has power to register by way of continuation as a body corporate limited by shares under the laws of any jurisdiction outside the Cayman Islands and to be deregistered in the Cayman Islands.

2

www.verify.gov.ky File#: 266618
Filed: 17-Oct-2018 12:03 EST
Auth Code: H20732954220