Exhibit 3.1
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 February 2021.
Commission File Number 333-248876
WUNONG NET TECHNOLOGY COMPANY LIMITED
(Translation of registrant’s name into English)
Mr. Xiaogang Qin, Chief Executive Officer
B401, 4th Floor Building 12, Hangcheng Street,
Hourui No. 2 Industrial District,
Southern Section, Zhichuang Juzhen Double Creative Park,
Bao’an District, Shenzhen, People’s Republic of China
Telephone: +86-755-85255139
(Address of principal executive office)
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 [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.
On January 8, 2021, our variable interest entity, Wunong Technology (Shenzhen) Co., Ltd entered into an Equity Transfer Agreement to acquire all the equity interests in a newly-incorporated company, Wunong Technology (Liaoning) Co., Ltd (“Wunong Liaoning”). Wunong Liaoning was incorporated on November 4, 2020 with a registered capital of RMB 8.88 million (approximately US$1.372 million) and is domiciled at 1183 Anhai Road, Qianshan District, Anshan City, Liaoning Province.
The foregoing description of the material terms of the Equity Transfer Agreement does not purport to be complete and is qualified in its entirety by reference to such exhibit.
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: February 5, 2021 | WUNONG NET TECHNOLOGY COMPANY LIMITED | |
| By: | /s/ Xiaogang Qin | |
| Name: | Xiaogang Qin | |
| Title: | Chief Executive Officer | |
EXHIBIT INDEX
The following exhibits are filed as part of this Form 6-K:
Exhibit 1.1
股权转让协议Equity transfer agreement
甲方: 于泽
乙方: 物农科技（深圳）有限公司
Party A: Yu Ze
Party B: Wunong Technology (Shenzhen) Co., Ltd
经双方协商，共同达成如下股权转让协议:
于泽持有物农科技（辽宁）有限公司的888万元（股份），现转让给物农科技（深圳）有限公司888万元（股份）。股权转让后，由乙方享有和承担甲方在物农科技（辽宁）有限公司所占 888 万元出资比例的权力和义务。
转让时间 :2021年1月 8 日
转让方签字（盖章）:
受让方签字（盖障）
2021年1月8日
Through negotiation, both parties have reached the following equity transfer agreement:
Yu Ze holds 8.88 million yuan (shares) of Wunong Technology (Liaoning) Co., Ltd., and now transfers 8.88 million yuan (shares) to Wunong Technology (Shenzhen) Co., Ltd. After the equity transfer, Party B shall enjoy and bear the rights and obligations of Party A’s investment proportion of 8.88 million yuan in Wunong Technology (Liaoning) Co., Ltd.
Transfer date: January 8, 2021
Signature (seal) of transferor:
Signature of transferee (seal)
January 8, 2021
Exhibit 3.1
Exhibit 3.2
Exhibit 3.3
Business License
(Duplicate) (2-1)
Unified Social Credit Identifier: 91210311MA10P76DL
Enterprise Name: Wu Nong
Technology (Liaoning) Co., Ltd
Type of Enterprise: Limited Liability Company
Address: 1183 Anhai Road, Qianshan District, Anshan City,
Liaoning
Legal Representative: YU ZE
Registered Capital: RMB8880000
Date of Establishment: 4 November 2020
Validity Term: Sustainable operation
Scope of operation: Software technology development and technical consultation; e-commerce (involving pre-administrative licensing, pre-administrative licensing documents must be obtained before operation); website construction; advertising business; cultivation of cereals, vegetables, horticultural crops, fruit trees and spice crops (branch operation only); electronic products and installation Prepare (except those prohibited or restricted by the state) sales; ticket agent; business management consulting; conference planning; exhibition planning; domestic trade; import and export of goods and technology. (Except for projects that require approval before registration as stipulated by laws, administrative regulations and decisions of the State Council). Production of electronic products, photographic equipment, computer hardware and software and auxiliary equipment, household appliances; warehousing services; labor dispatch (excluding intermediaries); photography and video services; equipment, electronic products, car rental; business management consulting; conference services; educational consulting (excluding consulting and intermediary services abroad); Machinery and equipment, hardware and telecommunications (excluding electric bicycles), building materials, electronic products, cultural goods, photographic equipment, computer software and hardware and peripheral equipment, cosmetics and sanitary products, chemical products (excluding hazardous chemicals and a class of ready-made drugs), sports goods, textiles, clothing, daily necessities, furniture, etc. Gold and silver jewelry, contraceptives (except contraceptives), feed, fresh fruits, vegetables, household appliances, small gifts, collections (excluding cultural relics), arts and crafts, primary edible agricultural products, clocks and glasses, toys, automobile and motorcycle accessories, instrumentation, ceramics, rubber and plastic products, flowers Wholesale, retail, production, import and export of goods and technology, Trade brokerage agency for plants, decorative materials, communication equipment, packaged seeds, fertilizers and pesticides (excluding hazardous chemicals and pesticides); sales of alcoholic products and pre-packaged foods (including refrigerated frozen food); sales of special foods, health foods and special foods Sales of medical formula food (excluding specific total nutrition formula food), infant formula milk powder and other infant formula food (food business license valid until October 10, 2021). (Enterprises independently choose business projects and carry out business activities according to law; sell veterinary drugs, wholesale publications, retail publications and projects subject to approval according to law, and carry out business activities according to approved contents after approval by relevant departments; they are not allowed to engage in business activities of projects prohibited or restricted by the city’s industrial policies.)
| Shenzhen Market Supervision and Administration (seal) | ||
| April 28, 2019 |
Exhibit 3.4
Notification of change of registration
(Qianshan City) UNMOVIC [2021]0005270350
Name: Wu Nong Technology (Liaoning) Co., Ltd
Harmonized Social Credit Code: 91210311MA10P67D2L
The above enterprises were approved by our Bureau on January 27,2021. The approved change registration items are as follows:
Change of company type:
Prior to change: limited liability company (sole proprietorship of natural person)
After change: limited liability company (sole proprietorship invested or controlled by non-natural person)
Scope change:
Prior to change: licensed items: food business (selling bulk food), food business (selling prepackaged food), alcohol business, health food sales, formula food sales for special medical purposes, infant formula milk powder sales, veterinary drug business, forest seed production, crop seed management, major crop seed production, fertilizer production, pesticide retail, pesticide wholesale, Internet information services (projects subject to approval in accordance with the law, approved by the relevant departments before carrying out business activities, specific business projects based on the results of approval) general items: software development, Technical services, technology development, technical advice, technology exchange, technology transfer, technology promotion, Internet sales (excluding the sale of goods subject to licensing), advertising production, advertising (non-radio, television, press and publication units), advertising design, agency, fruit cultivation, vegetable cultivation, spice crop cultivation, horticultural products cultivation, grain cultivation, domestic trade agents, educational advisory services (excluding educational and training activities subject to licensing), machinery and equipment sales, hardware retail sales, building materials sales, electronic products sales, office equipment consumables manufacturing, camera and equipment manufacturing, Computer hardware and software and auxiliary equipment retail, cosmetics retail, personal hygiene products sales, chemical products sales (excluding licensed chemical products), sporting goods and equipment retail, needle textiles sales, clothing retail, daily necessities sales, furniture sales, jewelry retail, type II medical equipment sales, feed raw materials sales, feed additives sales, fresh fruit retail, fresh vegetables retail, household appliances sales, edible agricultural products retail, watch sales, glasses sales (excluding contact lenses), toy sales, general goods warehousing services (excluding dangerous chemicals and other items subject to licensing approval), fertilizer sales, Initial processing of edible agricultural products (except for items subject to approval in accordance with the law, To carry out business activities independently in accordance with the law (business license)
After change: licensed items: food production, food import and export, import and export of goods, food business (selling bulk food), food business (selling prepackaged food), alcohol business, health food sales, formula food sales for special medical purposes, infant formula milk powder sales, veterinary drug business, forest seed production, crop seed management, major crop seed production, fertilizer production, pesticide retail, pesticide wholesale, Internet information services (projects subject to approval according to law, approved by relevant departments before carrying out business activities, specific business based on the results of approval) general items: software development, Technical services, technology development, technical advice, technology exchange, technology transfer, technology promotion, Internet sales (excluding the sale of goods subject to licensing), advertising production, advertising (non-radio, television, press and publication units), advertising design, agency, wholesale aquatic products, fruit cultivation, vegetable cultivation, spice crop cultivation, horticultural products cultivation, grain cultivation, aquatic plant cultivation, educational advisory services (excluding education and training activities subject to licensing), machinery and equipment sales, hardware retail sales, building materials sales, electronic products sales, office equipment consumables manufacturing, cameras and equipment manufacturing, Retail sales of computer hardware, software and auxiliary equipment, personal hygiene products, chemical products (excluding licensed chemical products), sporting goods and equipment, needle textiles, clothing, daily necessities, furniture, jewelry, jewelry, medical equipment, feed raw materials, feed additives, fresh fruit, fresh vegetables, household appliances, edible agricultural products, watches, glasses (excluding contact lenses), toy sales, general goods warehousing services (excluding dangerous chemicals and other items subject to licensing), fertilizer sales, Initial processing of edible agricultural products, Agricultural scientific research and experimental development, production, sale, processing, transportation, storage and other related services of agricultural products, domestic trade agents, purchase of primary agricultural products (except for projects subject to approval in accordance with the law, independent business activities shall be carried out on the basis of a business license according to law)
Investor change:
Before change: Yu Ze
After the change: Agriculture Technology (Shenzhen) Co., Ltd
I hereby inform you.
27 January 2021