Mga Batayang Estadistika
| CIK | 1779578 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to BGM Group Ltd.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 14, 2025 |
Exhibit 99.1 ACTING IN CONCERT AGREEMENT This Acting in Concert Agreement (the "Agreement") is executed on July 5, 2025 by the following parties: a) Mr. Zhanchang Xin, a natural person of Chinese nationality with ID Card No.: [ ] ("Party A"); b) Party A's Holding Company: Ahanzhai Development Limited, a British Virgin Islands company ("Party A's Holding Company"); c) Ms. Furong Cao, a natural pers |
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| August 14, 2025 |
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 August 2025 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) I |
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| July 24, 2025 |
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 July 2025 Commission File Number: 001-39805 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703 Tianfu New District, Chengdu, 610200 People’s Republic of China Telephone: 86-028-64775180 |
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| July 24, 2025 |
BGM GROUP LTD INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS TABLE OF CONTENTS Table of Contents Exhibit 99.1 BGM GROUP LTD INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS TABLE OF CONTENTS CONTENTS PAGE(S) Unaudited Condensed Consolidated Balance Sheets as of March 31, 2025 and September 30, 2024 F-2 Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the Six Months Ended March 31, 2025, 2024 and 2023 F-3 Unaudited Co |
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| July 24, 2025 |
For the six months ended March 31, 2025 Exhibit 99.2 Financial Information Related to the VIE The following tables provide condensed consolidating schedules depicting the financial position, cash flows, and results of operations for the parent, subsidiaries, WFOE, the consolidated VIE, and any eliminating adjustments and consolidated totals as of March 31, 2025 and 2024 and for the six months ended March 31, 2025, 2024 and 2023. Selecte |
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| June 26, 2025 |
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 June 2025 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) Ind |
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| June 3, 2025 |
Exhibit 107 Calculation of Filing Fee Tables S-8 (Form Type) BGM Group Ltd (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Fee Proposed Calculation Maximum Maximum Security or Carry Offering Aggregate Security Class Forward Amount Price Per Offering Amount of Type Title Rule Registered Unit Price Fee Rate Registration Fee Fees To Be Paid Equity Class A Ordinary Shares, par value $0. |
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| June 3, 2025 |
BGM Group Ltd 2025 EQUITY INCENTIVE PLAN ARTICLE 1 Exhibit 10.1 BGM Group Ltd 2025 EQUITY INCENTIVE PLAN ARTICLE 1 PURPOSE The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. Capitalized terms used in the Plan are defined in ARTICLE 11. ARTICLE 2 ELIGIBILITY Service |
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| June 3, 2025 |
As filed with the Securities and Exchange Commission on June 3, 2025 As filed with the Securities and Exchange Commission on June 3, 2025 Registration No. |
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| May 28, 2025 |
Exhibit 99.1 From Virtual Agents to Embodied and Industry-Specific AI: BGM Acquires Xingdao Intelligent and YD Network, Advancing AI on Two Fronts Chengdu, China, May 28, 2025 (PRNewswire) — BGM Group Ltd (the “Company” or BGM) (NASDAQ: BGM) today announced that it has entered into definitive transaction agreements with the existing shareholders of Xingdao Intelligent Cloud Chain (Shenzhen) Co., L |
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| May 28, 2025 |
Exhibit 99.2 TRANSACTION AGREEMENT BY AND AMONG BGM GROUP LTD, CANOE GROUP LTD, STARISLAND AI PTE. LTD, GREAT NAME GROUP LIMITED, XINGDAO AI ROBOT CO., LIMITED, YD NETWORK TECHNOLOGY COMPANY LIMITED XINGDAO COUNSULTANT MANAGEMENT (SHENZHEN) CO., LTD. XINGDAO INTELLEGENT CLOUD CHAIN (SHENZHEN) CO., LTD. AND THE OTHER PARTIES NAMED HEREIN DATED AS OF MAY 27, 2025 TABLE OF CONTENTS Page RECITALS 2 Ar |
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| May 28, 2025 |
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 May 2025 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) Indi |
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| May 20, 2025 |
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 May 2025 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) Indi |
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| May 8, 2025 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d- 14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yaxuan Zhai, certify that: 1. I have reviewed this annual report on Form 20-F, as amended by Amendment No. 3 thereto, of BGM Group Ltd; 2. Based on my knowledge, this report does not contain any untr |
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| May 8, 2025 |
BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703 Tianfu New District, Chengdu, 610200 People’s Republic of China May 8, 2025 VIA EDGAR Ms. Lynn Dicker Ms. Tara Harkins Mr. Daniel Crawford Mr. Tim Buchmiller U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: BGM Group Ltd Form 20-F for F |
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| May 8, 2025 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Chen Xin, certify that: 1. I have reviewed this annual report on Form 20-F, as amended by Amendment No. 3 thereto, of BGM Group Ltd; 2. Based on my knowledge, this report does not contain any untrue s |
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| May 8, 2025 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Yaxuan Zhai, Chief Financial Officer of BGM Group Ltd (the “Company”), hereby certify to my knowledge that: The Annual Repor |
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| May 8, 2025 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Chen Xin, Chief Executive Officer of BGM Group Ltd (the “Company”), hereby certify to my knowledge that: The Annual Report o |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A (Amendment No. 3) ¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECU |
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| May 6, 2025 |
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 May 2025 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) Indi |
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| May 6, 2025 |
BGM Group Announces Strategic Acquisition of HM Management to Expand AI Application Ecosystem Exhibit 99.1 BGM Group Announces Strategic Acquisition of HM Management to Expand AI Application Ecosystem Chengdu, China - May 2, 2025 (PRNewswire) - BGM Group Ltd. (Nasdaq: BGM) (the “Company” or “BGM”) , a leading AI technology company, today announced it has entered into a definitive agreement (the “Agreement”) to acquire HM Management Company Limited (“HM Management”), a prominent AI agent pr |
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| May 6, 2025 |
Exhibit 99.2 EXECUTION COPY TRANSACTION AGREEMENT BY AND AMONG BGM GROUP LTD, AND CATCH GROUP LTD. EXPANSION GROUP LTD HM MANAGEMENT COMPANY LIMITED HM CONSULTANT MANAGEMENT (SHENZHEN) CO., LIMITED BEIJING SHUDA TECHNOLOGY CO., LTD. NEW MEDIA STAR TECHNOLOGY (SHENZHEN) CO., LTD. DATED AS OF MAY 2, 2025 TABLE OF CONTENTS PAGE RECITALS 1 |
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| April 28, 2025 |
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 April 2025 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) In |
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| April 22, 2025 |
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 April 2025 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) In |
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| April 22, 2025 |
BGM Group Acquires Wonder Dragon to Accelerate "Healthcare" Strategy Exhibit 99.1 BGM Group Acquires Wonder Dragon to Accelerate "Healthcare" Strategy CHENGDU, China, April 21, 2025 (PRNewswire) - BGM Group Ltd. (Nasdaq: BGM) today announced that it has signed a definitive transaction agreement with the existing shareholders of Wonder Dragon Global Limited (“Wonder Dragon”), to acquire 100% of the equity interests of Wonder Dragon by issuing 38,165,290 Class A ordi |
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| April 22, 2025 |
Exhibit 99.2 EXECUTION COPY TRANSACTION AGREEMENT BY AND AMONG BGM GROUP LTD, AND SUCCESS MYTH LIMITED WONDER DRAGON GLOBAL LIMITED YANG LOU DONG INTERNALTION LIMITED DATED AS OF APRIL 21, 2025 TABLE OF CONTENTS Page RECITALS 1 Article 1 Definitions and Interpretation 1 Section 1.1. Definitions 1 Section 1.2. Interpretation 6 Article 2 Share Exchange 7 Section 2.1. Share Exchange 7 Section 2.2. Cl |
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| April 3, 2025 |
BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703 Tianfu New District, Chengdu, 610200 People’s Republic of China April 3, 2025 VIA EDGAR Ms. Lynn Dicker Ms. Tara Harkins Mr. Daniel Crawford Mr. Tim Buchmiller U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: BGM Group Ltd Form 20-F for |
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| April 3, 2025 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d- 14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yaxuan Zhai, certify that: 1. I have reviewed this annual report on Form 20-F of BGM Group Ltd; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit |
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| April 3, 2025 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Chen Xin, Chief Executive Officer of BGM Group Ltd (the “Company”), hereby certify to my knowledge that: The Annual Report o |
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| April 3, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A (Amendment No. 2) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR |
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| April 3, 2025 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Yaxuan Zhai, Chief Financial Officer of BGM Group Ltd (the “Company”), hereby certify to my knowledge that: The Annual Repor |
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| April 3, 2025 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Chen Xin, certify that: 1. I have reviewed this annual report on Form 20-F of BGM Group Ltd; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to s |
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| March 31, 2025 |
No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China March 31, 2025 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 U.S.A. Re: BGM Group Ltd Registration Statement on Form F-3, as amended (File No. 333-285635) Acceleration Request Ladies and Gentlemen: Pursuant to Rul |
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| March 28, 2025 |
Exhibit 99.1 RONS INTELLIGENT TECHNOLOGY (BEIJING) CO., LTD. AND SHENZHEN XINBAO INVESTMENT MANAGEMENT CO., LTD. INDEX TO COMBINED FINANCIAL STATEMENTS CONTENTS PAGE(S) REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (PCAOB ID: 6907) F-2 COMBINED BALANCE SHEETS AS OF SEPTEMBER 30, 2023 AND 2024 F-3 COMBINED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS FOR THE YEARS ENDED SEPTEMBER 30, 2 |
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| March 28, 2025 |
Exhibit 99.2 Proforma BGM Group Ltd and Subsidiaries Consolidated Balance Sheets as of September 30,2024 (Expressed in U.S. Dollars, except for the number of shares) BGM Group Rons, Shenzhen Xinbao and its subsidiaries Adjustments Proforma As of September 30, 2024 $ $ $ $ ASSETS CURRENT ASSETS: Cash and cash equivalent 9,817,254 599,425 1,000,000 11,416,679 Restricted cash - 1,867,800 1,867,800 Ac |
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| March 28, 2025 |
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 March 2025 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) In |
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| March 19, 2025 |
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 March 2025 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) In |
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| March 19, 2025 |
BGM Acquires YX to Strengthen AI Strategy for Its Intelligent Platform Exhibit 99.1 BGM Acquires YX to Strengthen AI Strategy for Its Intelligent Platform CHENGDU, China, March 19, 2025 (PRNewswire) - BGM Group Ltd. (the “Company” or BGM) (NASDAQ: BGM) today announced that it has signed a definitive agreement with the existing shareholders of YX Management Company Ltd. (“YX”), a smart mobility technology company. Under the agreement, BGM will acquire 100% of the equi |
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| March 19, 2025 |
Exhibit 99.2 TRANSACTION AGREEMENT BY AND AMONG BGM GROUP LTD, MARTLINE LIMITED, CYMATRIX LIMITED, INNOVO LIMITED, TECHVOVO LIMITED, YX MANAGEMENT COMPANY LIMITED, AND THE OTHER PARTIES NAMED HEREIN DATED AS OF MARCH 18, 2025 TABLE OF CONTENTS Page RECITALS 1 Article 1 Definitions and Interpretation 2 Section 1.1. Definitions 2 Section 1.2. Interpretation 7 Article 2 Share Exchange 8 Section 2.1. |
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| March 7, 2025 |
As filed with the Securities and Exchange Commission on March 7, 2025 As filed with the Securities and Exchange Commission on March 7, 2025 Registration No. |
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| March 7, 2025 |
Exhibit 107 Calculation of Filing Fee Tables F-3 (Form Type) BGM GROUP LTD (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to be paid Equity Class A Ordinary Shares, $0. |
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| February 28, 2025 |
Exhibit 99.1 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China March 1, 2025 Dear Mr. Chen Xin, BGM Group Ltd, a Cayman Islands exempted company with limited liability (the “Company”), is pleased to offer you a position as the Chairman of the board of directors of the Company (the “Board”). We believe your background and expe |
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| February 28, 2025 |
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 2025 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) |
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| February 28, 2025 |
Exhibit 99.2 BGM GroupLtd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China March 1, 2025 Dear Mr. Lin Zhang, BGM Group Ltd, a Cayman Islands exempted company with limited liability (the “Company”), is pleased to offer you a position as an independent Director, Chairman of the Compensation Committee, members of the Audit Committee and Nomi |
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| February 6, 2025 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Yaxuan Zhai, Chief Financial Officer of BGM Group Ltd (the “Company”), hereby certify to my knowledge that: The Annual Repor |
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| February 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A (Amendment No.1) ¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECUR |
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| February 6, 2025 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Chen Xin, Chief Executive Officer of BGM Group Ltd (the “Company”), hereby certify to my knowledge that: The Annual Report o |
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| February 6, 2025 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Chen Xin, certify that: 1. I have reviewed this annual report on Form 20-F, as amended by Amendment No. 1 thereto, of BGM Group Ltd; 2. Based on my knowledge, this report does not contain any untrue s |
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| February 6, 2025 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d- 14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yaxuan Zhai, certify that: 1. I have reviewed this annual report on Form 20-F, as amended by Amendment No. 1 thereto, of BGM Group Ltd; 2. Based on my knowledge, this report does not contain any untr |
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| January 27, 2025 |
Exhibit 15.1 January 27, 2025 To: BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China Dear Sir/Madam, We hereby consent to the references to our firm’s name under the headings Item 3 Key Information—D. Risk Factors—Risks Related to Our Corporate Structure”, “Item 4 Information on the Company—B. Business Overview—Recent Regulato |
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| January 27, 2025 |
BGM GROUP LTD POLICY GOVERNING MATERIAL, NON-PUBLIC INFORMATION AND PREVENTION OF INSIDER TRADING Exhibit 11.2 BGM GROUP LTD POLICY GOVERNING MATERIAL, NON-PUBLIC INFORMATION AND PREVENTION OF INSIDER TRADING I.OVERVIEW This Statement of Policy Governing Material, Non-Public Information and the Prevention of Insider Trading (this “Statement”) of the Company consists of three sections: Section I provides an overview; Section II sets forth the Company’s policies prohibiting insider trading; and |
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| January 27, 2025 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Chen Xin, Chief Executive Officer of BGM Group Ltd (the “Company”), hereby certify to my knowledge that: The Annual Report o |
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| January 27, 2025 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Chen Xin, certify that: 1. I have reviewed this annual report on Form 20-F of BGM Group Ltd; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to s |
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| January 27, 2025 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form F-3 (File No. 333-278591), Form F-3 (File No. 333-282998) and Form S-8 (File No. 333-278592) of BGM Group Ltd. (formerly known as Qilian International Holding Group Ltd.) and its affiliated entities (collectively, the “Company”) of our rep |
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| January 27, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURI |
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| January 27, 2025 |
BGM GROUP LTD POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Exhibit 97.1 BGM GROUP LTD POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION A.OVERVIEW In accordance with the Listing Rule 5608(b) of Nasdaq Stock Market LLC (the “Nasdaq Rules”), Section 10D and Rule 10D-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (“Rule 10D-1”), the Board of Directors (the “Board”) of BGM Group Ltd (the “Company”) has adopted this Policy |
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| January 27, 2025 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d- 14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yaxuan Zhai, certify that: 1. I have reviewed this annual report on Form 20-F of BGM Group Ltd; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit |
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| January 27, 2025 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Yaxuan Zhai, Chief Financial Officer of BGM Group Ltd (the “Company”), hereby certify to my knowledge that: The Annual Repor |
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| January 27, 2025 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and Board of Directors of BGM Group Limited: We hereby consent to the incorporation by reference in the Registration Statement on Form F-3 (File No. 333-282998), Form F-3 (File No. 333-278591) and Form S-8 (File No. 333-278592), and consent to the inclusion in foregoing Form 20-F (File No. 001-38773) with SEC |
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| January 7, 2025 |
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 January 2025 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) |
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| January 6, 2025 |
Exhibit 2 DIRECTORS AND EXECUTIVE OFFICERS OF AIX INC. The business address of each of the following directors and executive officers is 60/F, Pearl River Tower, No. 15 West Zhujiang Road, Guangzhou, Guangdong 510623, People’s Republic of China. Name Citizenship Position Hang Suong Nguyen Vietnam Chairwoman of the Board Yinan Hu PRC Vice-Chairman of the Board and Chief Executive Officer Ning Li PR |
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| January 6, 2025 |
Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, each of the undersigned parties hereby agrees to file jointly the statement on Schedule 13D (including any amendments thereto) with respect to the Class A Ordinary Share, par value $0. |
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| December 3, 2024 |
EX-99.1 2 tm2429887d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amend |
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| December 3, 2024 |
BGM / BGM Group Ltd / LX Management Co Ltd - SC 13D Activist Investment SC 13D 1 tm2429887d1sc13d.htm SC 13D United States Securities and Exchange Commission Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 BGM Group Ltd (Name of Issuer) Class A Ordinary Shares, par value $0.00833335 per share (Title of Class of Securities) G7307E123** (CUSIP Number) Furong Cao Flat 1512, 15/F, Lucky Centre No.165-171 Wan Chai Road Wan Chai, 999077, Hong K |
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| November 29, 2024 |
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 2024 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) |
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| November 29, 2024 |
EX-99.1 2 tm2429587d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amend |
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| November 29, 2024 |
BGM / BGM Group Ltd / Ahanzhai Development Ltd - SC 13D/A Activist Investment SC 13D/A 1 tm2429587d1sc13da.htm SC 13D/A Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1) BGM Group Ltd (Name of Issuer) Class A Ordinary Shares (Title of Class of Securities) G7307E123** (CUSIP Number) Zhanchang Xin No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republ |
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| November 29, 2024 |
Exhibit 99.1 TRANSACTION AGREEMENT BY AND AMONG BGM GROUP LTD, CISG HOLDING LTD, PATRITION LIMITED, GM MANAGEMENT COMPANY LIMITED, DUXIAOBAO INTELLIGENT TECHNOLOGY (SHENZHEN) CO., LTD (度晓保智能科技(深圳)有限公司) RONS INTELLIGENT TECHNOLOGY (BEIJING) CO., LTD. (榕数智能科技（北京）有限公司), AND THE OTHER PARTIES NAMED HEREIN DATED AS OF NOVEMBER 27, 2024 TABLE OF CONTENTS PAGE RE |
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| November 27, 2024 |
Exhibit 99.2 SHARE SUBSCRIPTION AGREEMENT THIS AGREEMENT is made on November 1, 2024., between the following parties: (1) LX Management Company Limited, a company duly incorporated and validly existing under the laws of Hong Kong, (the "Subscriber"); and (2) BGM Group Ltd, an exempt company with limited liability incorporated under the laws of Cayman Islands (Nasdaq: BGM) (the "Company"). The Subs |
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| November 27, 2024 |
Exhibit 99.1 SHARE SUBSCRIPTION AGREEMENT THIS AGREEMENT is made on November 1, 2024, between the following parties: (1) Ahanzhai Development Co., Ltd, a company duly incorporated and validly existing under the laws of the British Virgin Islands, (the "Subscriber"); and (2) BGM Group Ltd, an exempt company with limited liability incorporated under the laws of Cayman Islands (Nasdaq: BGM) (the "Com |
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| November 27, 2024 |
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 2024 BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of principal executive office) |
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| November 22, 2024 |
BGM Group Ltd No. 152 Hongliang East 1st Street, No. 1703 Tianfu New District, Chengdu, 610200 People’s Republic of China VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C., 20549 November 22, 2024 Re: BGM Group Ltd Registration Statement on Form F-3 Filed November 5, 2024 File No. 333-282998 Ladies and Gentle |
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| November 5, 2024 |
As filed with the Securities and Exchange Commission on November 5, 2024 As filed with the Securities and Exchange Commission on November 5, 2024 Registration No. |
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| November 5, 2024 |
Exhibit 107 Calculation of Filing Fee Tables F-3 (Form Type) BGM GROUP LTD (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to be paid Equity Class A Ordinary Shares, $0. |
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| October 22, 2024 |
Exhibit 1.1 The Companies Act (Revised) of the Cayman Islands Company Limited by Shares THIRD AMENDED AND RESTATED memorandum AND ARTICLES of association OF BGM Group Ltd 博美集团有限公司 (Adopted by special resolution passed on October 18, 2024 and made effective on October 18, 2024) The Companies Act (Revised) of the Cayman Islands Company Limited by Shares THIRD AMENDED AND RESTATED Memorandum of Assoc |
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| October 22, 2024 |
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 October 2024 Qilian International Holding Group Ltd. No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China +86-028-64775180 (Address of pr |
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| October 16, 2024 |
EX-99.1 2 tm2425844d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amend |
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| October 16, 2024 |
SC 13D 1 tm2425844d1sc13d.htm SC 13D Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 Qilian International Holding Group Limited (Name of Issuer) Class A Ordinary Shares (Title of Class of Securities) G7307E123** (CUSIP Number) Zhanchang Xin No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Re |
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| October 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K/A REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Rep |
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| September 9, 2024 |
Exhibit 99.1 Qilian International Holding Group Limited No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, PRC 610200 NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON OCTOBER 18, 2024 TO THE SHAREHOLDERS OF QILIAN INTERNATIONAL HOLDING GROUP LIMITED: Notice is hereby given that Qilian International Holding Group Limited, a Cayman Islands company (the “C |
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| September 9, 2024 |
Exhibit 99.2 VOTE ON INTERNET Go to http://www.vstocktransfer.com/proxy Click on Proxy Voter Login and log-on using the below control number. Voting will be open until 11:59 p.m. EDT on October 17, 2024. CONTROL # VOTE BY EMAIL Mark, sign and date your proxy card and return it to [email protected]. * SPECIMEN * No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, PRC 61 |
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| September 9, 2024 |
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 September 2024 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Rep |
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| August 14, 2024 |
For the six months ended March 31, 2024 Exhibit 99.2 Financial Information Related to the VIE The following tables provide condensed consolidating schedules depicting the financial position, cash flows, and results of operations for the parent, subsidiaries, WFOE, the consolidated VIE, and any eliminating adjustments and consolidated totals as of March 31, 2024 and 2023 and for the six months ended March 31, 2024, 2023 and 2022. Selecte |
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| August 14, 2024 |
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 August 2024 Commission File Number: 001-39805 Qilian International Holding Group Ltd Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic o |
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| August 14, 2024 |
Table of Contents Exhibit 99.1 QILIAN INTERNATIONAL HOLDING GROUP LIMITED INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS TABLE OF CONTENTS Condensed Consolidated Financial Statements Condensed Consolidated Balance Sheets as of March 31, 2024 and September 30, 2023 F-2 Condensed Consolidated Statements of Operations and Comprehensive Income for the six months ended March 31, 2024, 2023 and 20 |
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| June 6, 2024 |
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 June 2024 Commission File Number: 001-39805 Qilian International Holding Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China + |
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| June 6, 2024 |
Exhibit 16.1 June 6, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Dear Sir or Madam: We have been furnished with a copy of the Form 6-K for the event that occurred on June 6, 2024, to be filed by our former client, Qilian International Holding Group Limited. We agree with the statements concerning our firm contained in such Form 6-K. We have no position to agre |
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| June 4, 2024 |
Exhibit 10.1 Qilian International Holding Group Limited No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China May 31, 2024 Ms. Waihua Xu Room 207, No. 191, Yantian New Second Village, Xixiang Street, Baoan District, Shenzhen, China Re: Director Offer Letter Dear Ms. Waihua Xu, Qilian International Holding Group Limited, a Cayman Islands exempt |
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| June 4, 2024 |
Exhibit 10.4 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of May 30, 2024 (the “Effective Date”), by and between Qilian International Holding Group Limited, incorporated under the laws of the Cayman Islands (the “Company”), and Yaxuan Zhai, an individual (the “Chief Financial Officer (CFO)”). Except with respect to the direct employment of the CFO by the Com |
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| June 4, 2024 |
Exhibit 10.2 Qilian International Holding Group Limited No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China May 31, 2024 Ms. Furong Cao 14B West Tower Mixc Manor No. 37, Kefa Road, Yuehai Street, Nanshan District, Shenzhen, China Re: Director Offer Letter Dear Ms. Furong Cao, Qilian International Holding Group Limited, a Cayman Islands exemp |
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| June 4, 2024 |
Exhibit 10.3 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of May 30, 2024 (the “Effective Date”), by and between Qilian International Holding Group Limited, incorporated under the laws of the Cayman Islands (the “Company”), and Chen Xin, an individual (the “Chief Executive Officer (CEO)”). Except with respect to the direct employment of the CEO by the Compan |
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| June 4, 2024 |
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 June 2024 Commission File Number: 001-39805 Qilian International Holding Group Ltd No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, 610200 People’s Republic of China + |
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| May 15, 2024 |
Qilian International Holding Group Limited No. 152 Hongliang East 1st Street, No. 1703 Tianfu New District, Chengdu, 610200 People’s Republic of China Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.C., 20549 Attention: Lauren Hamill Alan Campbell May 15, 2024 Re: Qilian International Holding Group Limited Reg |
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| May 8, 2024 |
Qilian International Holding Group Limited No. 152 Hongliang East 1st Street, No. 1703 Tianfu New District, Chengdu, 610200 People’s Republic of China May 8, 2024 VIA EDGAR Ms. Lauren Hamill Mr. Alan Campbell U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: Qilian International Holding Group L |
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| May 8, 2024 |
As filed with the Securities and Exchange Commission on May 8, 2024 As filed with the Securities and Exchange Commission on May 8, 2024 Registration No. |
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| April 25, 2024 |
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 April 2024 Commission File Number: 001-39805 Qilian International Holding Group Ltd Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic of |
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| April 10, 2024 |
Exhibit 107 Calculation of Filing Fee Tables S-8 (Form Type) Qilian International Holding Group Limited (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Fee Proposed Calculation Maximum Maximum Security or Carry Offering Aggregate Security Class Forward Amount Price Per Offering Amount of Type Title Rule Registered(1) Unit Price Fee Rate Registration Fee Fees To Be Paid Equity Ordinary Shares, par value $0. |
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| April 10, 2024 |
Exhibit 4.5 QILIAN INTERNATIONAL HOLDING GROUP LIMITED (the “Issuer”) AND [TRUSTEE] (the “Trustee”) INDENTURE Dated as of [●], 2024 Senior Debt Securities TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of |
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| April 10, 2024 |
QILIAN INTERNATIONAL HOLDING GROUP LIMITED 2024 INCENTIVE AWARD PLAN ARTICLE 1 Exhibit 10.1 QILIAN INTERNATIONAL HOLDING GROUP LIMITED 2024 INCENTIVE AWARD PLAN ARTICLE 1 PURPOSE The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. Capitalized terms used in the Plan are defined in ARTICLE 11. A |
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| April 10, 2024 |
As filed with the Securities and Exchange Commission on April 9, 2024. As filed with the Securities and Exchange Commission on April 9, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Qilian International Holding Group Limited (Exact Name of Registrant as Specified in Its Charter) Cayman Islands Not Applicable (State or Other Jurisdiction of (I.R.S. Em |
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| April 10, 2024 |
Exhibit 107 Calculation of Filing Fee Tables F-3 (Form Type) QILIAN INTERNATIONAL HOLDING GROUP LIMITED (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Fees to be paid Equity ordinary shares, $0. |
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| April 10, 2024 |
As filed with the Securities and Exchange Commission on April 9, 2024 As filed with the Securities and Exchange Commission on April 9, 2024 Registration No. |
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| April 10, 2024 |
Exhibit 4.6 QILIAN INTERNATIONAL HOLDING GROUP LIMITED Issuer AND [TRUSTEE] Trustee INDENTURE Dated as of [●], 2024 Subordinated Debt Securities TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms. 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities. 4 Section 2.02 Form of Securities an |
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| March 11, 2024 |
Exhibit 99.2 VOTE ON INTERNET Go to http://www.vstocktransfer.com/proxy Click on Proxy Voter Login and log-on using the below control number. Voting will be open until 11:59 p.m. ET on April 18, 2024. CONTROL # VOTE BY EMAIL Mark, sign and date your proxy card and return it to [email protected]. * SPECIMEN * No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, PRC 61020 |
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| March 11, 2024 |
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 March 2024 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republi |
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| March 11, 2024 |
Exhibit 99.1 Qilian International Holding Group Limited No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District Chengdu, PRC 610200 People’s Republic of China Notice of Extraordinary General Meeting of Shareholders To Be Held on April 19, 2024, at 9 a.m. EST To the shareholders of Qilian International Holding Group Limited: NOTICE IS HEREBY GIVEN that Qilian International Holding Group Li |
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| February 15, 2024 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d- 14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Haiping Shi, certify that: 1. I have reviewed this annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain any untrue statemen |
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| February 15, 2024 |
Exhibit 15.1 February 15, 2024 To: Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic of China Dear Sir/Madam, We hereby consent to the references to our firm’s name under the headings Item 3 Key Information—D. Risk Factors—Risks Related to Our Corporate Structure”, “Item 4 Information on the Company |
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| February 15, 2024 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Zhanchang Xin, Chief Executive Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my k |
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| February 15, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURI |
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| February 15, 2024 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Zhanchang Xin, certify that: 1. I have reviewed this annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain any untrue stateme |
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| February 15, 2024 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Haiping Shi, Chief Financial Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my kno |
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| February 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ¨ Form 10-K x Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: September 30, 2023 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q ¨ Transition Report |
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| December 20, 2023 |
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 December 2023 Commission File Number: 001-39805 Qilian International Holding Group Ltd Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic |
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| December 7, 2023 |
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 December 2023 Commission File Number: 001-39805 Qilian International Holding Group Ltd Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic |
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| October 31, 2023 |
Exhibit 99.1 Qilian International Holding Group Limited No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, PRC 610200 NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON DCEMBER 5, 2023 TO THE SHAREHOLDERS OF QILIAN INTERNATIONAL HOLDING GROUP LIMITED: Notice is hereby given that Qilian International Holding Group Limited, a Cayman Islands company (the “Co |
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| October 31, 2023 |
Exhibit 99.2 VOTE ON INTERNET Go to http://www.vstocktransfer.com/proxy Click on Proxy Voter Login and log-on using the below control number. Voting will be open until 12 p.m. EDT on December 4, 2023. CONTROL # VOTE BY EMAIL Mark, sign and date your proxy card and return it to [email protected]. * SPECIMEN * No. 152 Hongliang East 1st Street, No. 1703, Tianfu New District, Chengdu, PRC 61020 |
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| October 31, 2023 |
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 October 2023 Commission File Number: 001-39805 Qilian International Holding Group Ltd Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic |
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| August 4, 2023 |
Qilian International Holding Group Limited and Subsidiaries Condensed Consolidated Balance Sheets Exhibit 99.1 Financial Highlights for the Six Months Ended March 31, 2023 For the Six Months Ended March 31, 2023 2022 % Change Revenue $ 29,163,616 $ 32,086,522 -9 % Gross profit $ 2,294,746 $ 3,502,491 -34 % Gross margin 7.9 % 10.9 % -3 % Income from operations $ 210,631 $ 1,227,245 -83 % Net income $ 439,380 $ 249,681 76 % Net Income attributable to Qilian International Holding Group Limited (“ |
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| August 4, 2023 |
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 August 2023 Commission File Number: 001-39805 Qilian International Holding Group Ltd Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic o |
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| July 25, 2023 |
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 July 2023 Commission File Number: 001-39805 Qilian International Holding Group Ltd Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic of |
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| June 14, 2023 |
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 June 2023 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic |
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| April 26, 2023 |
Qilian Received a Letter from Nasdaq Related to Regain Compliance Exhibit 99.1 Qilian Received a Letter from Nasdaq Related to Regain Compliance JIUQUAN, China, April 26, 2023 /PRNewswire/ – Qilian International Holding Group Ltd (NASDAQ: QLI) ("Qilian" or the "Company"), a China-based pharmaceutical and chemical products manufacturer, previously announced that on February 16, 2023, it received a written notice (the “Notice”) from the Listing Qualifications Depa |
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| April 26, 2023 |
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 April 2023 QILIAN INTERNATIONAL HOLDING GROUP LTD (Exact name of registrant as specified in its charter) Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 |
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| April 19, 2023 |
Exhibit 2.2 Description of Rights of Each Class of Securities Registered under Section 12 of the Securities Exchange Act of 1934, as Amended (the “Exchange Act”) Ordinary shares, par value $0.00166667 per share (“Ordinary Shares”), of Qilian International Holding Group Limited (“we,” “our,” “our company,” or “us”) are registered under Section 12(b) of the Exchange Act and our Ordinary Shares are l |
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| April 19, 2023 |
EXHIBIT 15.1 April 14, 2023 To: Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic of China Dear Sir/Madam, We hereby consent to the references to our firm’s name under the headings Item 3 Key Information—D. Risk Factors—Risks Related to Our Corporate Structure”, “Item 4 Information on the Company—B. |
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| April 19, 2023 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Zhanchang Xin, Chief Executive Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my k |
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| April 19, 2023 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Zhanchang Xin, certify that: 1. I have reviewed this annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain any untrue stateme |
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| April 19, 2023 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Haiping Shi, Chief Financial Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my kno |
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| April 19, 2023 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d- 14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Haiping Shi, certify that: 1. I have reviewed this annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain any untrue statemen |
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| April 19, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURI |
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| February 23, 2023 |
Exhibit 99.1 Qilian Received Notification of Deficiency from Nasdaq Related to not timely Filing of Annual Report Form 20-F JIUQUAN, China, February 23, 2023 /PRNewswire/ – Qilian International Holding Group Ltd (NASDAQ: QLI) (“Qilian” or the “Company”), a China-based pharmaceutical and chemical products manufacturer, today announced it has received a notice of non-compliance from Nasdaq Stock Mar |
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| February 23, 2023 |
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 2023 QILIAN INTERNATIONAL HOLDING GROUP LTD (Exact name of registrant as specified in its charter) Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735 |
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| February 16, 2023 |
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 2023 QILIAN INTERNATIONAL HOLDING GROUP LTD (Exact name of registrant as specified in its charter) Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735 |
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| February 16, 2023 |
Qilian International Holding Group Ltd Declares Special Cash Dividends to Shareholders Exhibit 99.1 Qilian International Holding Group Ltd Declares Special Cash Dividends to Shareholders Jiuquan, China, February 16, 2023 /PRNewswire/ - Qilian International Holding Group Ltd (the "Company" or Nasdaq: QLI), a China-based pharmaceutical and chemical products manufacturer, announced today that the Company has declared a special one-time cash dividend of $0.05 per ordinary share, payable |
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| January 31, 2023 |
NT 20-F 1 tm235028d1nt20f.htm NT 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 1 |
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| January 10, 2023 |
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 January 2023 Commission File Number: 001-39805 Qilian International Holding Group Limited (Registrant’s name) Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 7 |
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| January 10, 2023 |
Letter from Marcum Asia CPAs LLP dated January 10, 2023 Exhibit 16.1 January 10, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Qilian International Holding Group Limited under its Form 6-K dated January 10, 2023. We agree with the statements concerning our Firm in such Form 6-K; we are not in a position to agree or disagree with other statements of Qilian International |
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| December 7, 2022 |
Exhibit 10.2 THE EXCLUSIVE SERVICE AGREEMENT BETWEEN QILIAN SHAN INTERNATIONAL TRADE (HAINAN) CO., LTD AND GANSU QILIANSHAN PHARMECEUTICAL CO., LTD. December 1, 2022 This EXCLUSIVE SERVICE AGREEMENT (this ?AGREEMENT?) is entered into as of December 1, 2022 (?SIGNING DATE?) in Jiuquan City, the People?s Republic of China (?CHINA? or ?PRC?) by and among the following Parties: (1) QILIAN SHAN INTERNA |
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| December 7, 2022 |
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 December 2022 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People?s Repu |
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| December 7, 2022 |
Exhibit 10.1 AGREEMENT TO TERMINATE THE VIE SERVICE AGREEMENT This Termination Agreement is entered as of December 1, 2022 ("Effective Date") in Jiuquan City, the People?s Republic of China (?China? or ?PRC?) by and between the following Parties: (1) QILIAN INTERNATIONAL TRADE (CHENGDU) CO. LTD (?Chengdu Trade?), a limited liability company legally established under the laws of PRC, Registered Add |
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| November 17, 2022 |
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 2022 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People?s Repu |
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| November 17, 2022 |
Letter of Friedman LLP to the U.S. Securities and Exchange Commission dated November 17, 2022 Exhibit 16.1 November 17, 2022 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Dear Sir or Madam: We have read Form 6-K dated November 17, 2022 of Qilian International Holding Group Limited (?Registrant?) and are in agreement with the statements contained therein as it pertains to our firm; we are not in a position to agree or disagree with other statements of Registra |
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| October 13, 2022 |
LAWRENCE VENICK Partner 10100 Santa Monica Blvd. Suite 2200 Los Angeles, CA 90067 Direct Main Fax [email protected] 852.3923.1188 310.282.2000 310.282.2000 October 13, 2022 Mr. Michael Davis Divisions of Corporate Finance Office of Life Sciences U.S. Securities & Exchange Commission 100 F Street NE Washington, D.C. 20549 Re: Qilian International Holding Group Ltd. CIK 0001779578 Form 20-F/A2 for Fi |
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| October 13, 2022 |
Consent of Gansu Quanyi Law Firm EXHIBIT 15.1 October 13, 2022 To: Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic of China Dear Sir/Madam, We hereby consent to the references to our firm’s name under the headings Item 3 Key Information—D. Risk Factors—Risks Related to Our Corporate Structure”, “Item 4 Information on the Company— |
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| October 13, 2022 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d- 14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Haiping Shi, certify that: 1. I have reviewed this Amendment No. 3 to annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain |
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| October 13, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A (Amendment No. 3) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR |
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| October 13, 2022 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Zhanchang Xin, Chief Executive Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my k |
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| October 13, 2022 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Haiping Shi, Chief Financial Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my kno |
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| October 13, 2022 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Zhanchang Xin, certify that: 1. I have reviewed this Amendment No. 3 to annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain |
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| October 4, 2022 |
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 October 2022 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People?s Repub |
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| September 30, 2022 |
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 September 2022 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People?s Rep |
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| September 30, 2022 |
Exhibit 99.1 Qilian International Holding Group Limited Reports Financial Results for the First Six Months of Fiscal Year 2022 Jiuquan, China, September 30, 2022 (GLOBE NEWSWIRE) - Qilian International Holding Group Limited (Nasdaq: QLI) (the ?Company?), a China-based pharmaceutical and chemical products manufacturer, today announced its unaudited financial results for the first six months of fisc |
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| August 29, 2022 |
EXHIBIT 99.2 VOTE ON INTERNET Go to http://www.vstocktransfer.com/proxy Click on Proxy Voter Login and log-on using the below control number. Voting will be open until 11:59 p.m. EDT on September 28, 2022. CONTROL # VOTE BY EMAIL Mark, sign and date your proxy card and return it to [email protected]. * SPECIMEN * 1 MAIN STREET ANYWHERE PA 99999-9999 VOTE BY MAIL Mark, sign and date your prox |
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| August 29, 2022 |
Exhibit 99.1 QILIAN INTERNATIONAL HOLDING GROUP LTD. Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People?s Republic of China August 29, 2022 Dear Stockholder: You are cordially invited to attend the 2022 Annual General Meeting (the ?Meeting?) of Stockholders of Qilian International Holding Group Ltd. (the ?Company?) to be held at the corporate headquarte |
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| August 29, 2022 |
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 August 2022 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People?s Republ |
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| August 1, 2022 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Zhanchang Xin, Chief Executive Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my k |
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| August 1, 2022 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Zhanchang Xin, certify that: 1. I have reviewed this Amendment No. 2 to annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain |
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| August 1, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A (Amendment No. 2) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR |
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| August 1, 2022 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Haiping Shi, Chief Financial Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my kno |
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| August 1, 2022 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d- 14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Haiping Shi, certify that: 1. I have reviewed this Amendment No. 2 to annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain |
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| July 29, 2022 |
LAWRENCE VENICK Partner 10100 Santa Monica Blvd. Suite 2200 Los Angeles, CA 90067 Direct 852.3923.1188 Main 310.282.2000 Fax 310.282.2000 [email protected] July 29, 2022 Mr. Michael Davis Divisions of Corporate Finance Office of Life Sciences U.S. Securities & Exchange Commission 100 F Street NE Washington, D.C. 20549 Re: Qilian International Holding Group Ltd. CIK 0001779578 Form 20-F/A1 for Fisca |
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| June 30, 2022 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d- 14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Haiping Shi, certify that: 1. I have reviewed this Amendment No. 1 to annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain |
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| June 30, 2022 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Zhanchang Xin, Chief Executive Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my k |
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| June 30, 2022 |
Consent of Gansu Quanyi Law Firm EXHIBIT 15.1 June 16, 2022 To: Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic of China Dear Sir/Madam, We hereby consent to the references to our firm’s name under the headings Item 3 Key Information—D. Risk Factors—Risks Related to Our Corporate Structure”, “Item 4 Information on the Company—B. |
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| June 30, 2022 |
Lawrence Venick Partner 10100 Santa Monica Boulevard Suite 2200 Los Angeles, CA 90067 Direct ????852. |
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| June 30, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A (Amendment No. 1) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR |
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| June 30, 2022 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Haiping Shi, Chief Financial Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my kno |
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| June 30, 2022 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Zhanchang Xin, certify that: 1. I have reviewed this Amendment No. 1 to annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain |
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| April 15, 2022 |
Offer Letter to Qingling Zhang, dated April 15, 2022 Exhibit 10.2 Dear Mr. Qingling Zhang: We are very pleased that you have accepted to join our Board of Directors as an independent director, Chairperson of the Board?s nominating and corporate governance committee, and a member of the Board?s audit committee and the compensation committee as of April 15, 2022. We have been working hard to bring seasoned and experienced professionals to our Board of |
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| April 15, 2022 |
Offer Letter to Yixuan (Adam) Sun, dated April 15, 2022 Exhibit 10.1 Dear Mr. Yixuan (Adam) Sun: We are very pleased that you have accepted to join our Board of Directors as an independent director, Chairperson of the Board?s audit committee, and a member of the Board?s nominating and corporate governance committee and compensation committee as of April 15, 2022. We have been working hard to bring seasoned and experienced professionals to our Board of |
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| April 15, 2022 |
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 April 2022 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People?s Republi |
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| February 11, 2022 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Haiping Shi, Chief Financial Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my kno |
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| February 11, 2022 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d- 14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Haiping Shi, certify that: 1. I have reviewed this annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain any untrue statemen |
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| February 11, 2022 |
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 2022 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People?s Repu |
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| February 11, 2022 |
EX-4.11 4 tmb-20210930xex4d11.htm EX-4.11 Exhibit 4.11 Investment Agreement Party A: Chongqing Jintong Industrial Construction Investment Co., LTD Address: No. 123, Jintong Avenue, Zijia Street Office, Jannan District, Chongqing Legal representative: Xu Chuanxi Position: Chairman Party B: Chengdu Qilianshan Biotechnology Co., LTD Address: No. 8 yujian Road, Linqiong Industrial Park, Qiongwei City, |
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| February 11, 2022 |
Exhibit 4.10 ? EXCLUSIVE SERVICE SUPPLEMENTARY AGREEMENT AMENDMENT ? This EXCLUSIVE SERVICE SUPPLEMENTARY AGREEMENT AMENDMENT (this ? SUPPLEMENT AGREEMENT AMENDMENT?) is entered into as of February 25, 2021 (?SIGNING DATE?) in Jiuquan City, the People?s Republic of China (?CHINA? or ?PRC?) by and among the following Parties: ? (1)CHENGDU QILIAN TRADING Co., Ltd. (?CHENGDU QILIASN TRADING?), a limi |
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| February 11, 2022 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Zhanchang Xin, Chief Executive Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my k |
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| February 11, 2022 |
Exhibit 2.2 ? Description of Rights of Each Class of Securities Registered under Section 12 of the Securities Exchange Act of 1934, as Amended (the ?Exchange Act?) ? Ordinary shares, par value $0.00166667 per share (?Ordinary Shares?), of Qilian International Holding Group Limited (?we,? ?our,? ?our company,? or ?us?) are registered under Section 12(b) of the Exchange Act and our Ordinary Shares a |
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| February 11, 2022 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Zhanchang Xin, certify that: 1. I have reviewed this annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain any untrue stateme |
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| February 11, 2022 |
Qilian International Holding Group Limited Reports Fiscal Year 2021 Financial Results Exhibit 99.1 Qilian International Holding Group Limited Reports Fiscal Year 2021 Financial Results Jiuquan, China, Feburary 11, 2022 /PRNewswire/ - Qilian International Holding Group Limited (Nasdaq: QLI) (the ?Company?, ?Qilian International?, ?we?, ?our? or ?us?), a China-based pharmaceutical and chemical products manufacturer, today announced its unaudited financial results for the fiscal year |
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| February 11, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| February 11, 2022 |
Consent of Gansu Quanyi Law Firm EX-15.1 10 tmb-20210930xex15d1.htm EX-15.1 EXHIBIT 15.1 February 11, 2022 To: Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic of China Dear Sir/Madam, We hereby consent to the references to our firm’s name under the headings Item 3 Key Information—D. Risk Factors—Risks Related to Our Corporate Str |
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| January 31, 2022 |
NT 20-F 1 tm224803d2nt20f.htm FORM 12B-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Fo |
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| September 16, 2021 |
Exhibit 99.1 Qilian International Holding Group Limited Reports Financial Results for the First Six Months of Fiscal Year 2021 Jiuquan, China, September 16, 2021 (GLOBE NEWSWIRE) - Qilian International Holding Group Limited (Nasdaq: QLI) (the ?Company?), a China-based pharmaceutical and chemical products manufacturer, today announced its unaudited financial results for the first six months of fisc |
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| September 16, 2021 |
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 September 2021 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People?s Rep |
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| March 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE AC |
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| February 11, 2021 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Haiping Shi, Chief Financial Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my kno |
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| February 11, 2021 |
Current Report of Foreign Issuer - FORM 6-K 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: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People?s Repu |
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| February 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2020 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT |
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| February 11, 2021 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Haiping Shi, certify that: 1. I have reviewed this annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain any untrue statement |
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| February 11, 2021 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Zhanchang Xin, certify that: 1. I have reviewed this annual report on Form 20-F of Qilian International Holding Group Limited; 2. Based on my knowledge, this report does not contain any untrue stateme |
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| February 11, 2021 |
Qilian International Holding Group Limited Reports Fiscal Year 2020 Financial Results Exhibit 99.1 Qilian International Holding Group Limited Reports Fiscal Year 2020 Financial Results Jiuquan, China, February 11, 2021 – Qilian International Holding Group Limited (Nasdaq: QLI) (the “Company”), a China-based pharmaceutical and chemical products manufacturer, today announced its financial results for the fiscal year ended September 30, 2020. Mr. Zhanchang Xin, Chairman and CEO of the |
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| February 11, 2021 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Zhanchang Xin, Chief Executive Officer of Qilian International Holding Group Limited (the “Company”), hereby certify to my k |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 Qilian International Holding Group Limited (Name of Issuer) Ordinary shares, $0.00166667 par value per share (Title of Class of Secu |
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| February 10, 2021 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the ordinary s |
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| February 10, 2021 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the ordinary s |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 Qilian International Holding Group Limited (Name of Issuer) Ordinary shares, $0.00166667 par value per share (Title of Class of Secu |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 Qilian International Holding Group Limited (Name of Issuer) Ordinary shares, $0.00166667 par value per share (Title of Class of Secu |
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| February 10, 2021 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the ordinary s |
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| January 20, 2021 |
Current Report of Foreign Issuer - FORM 6-K 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 January 2021 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People?s Repub |
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| January 20, 2021 |
Exhibit 99.1 Qilian International Holding Group Limited Announces Full Exercise of Underwriters’ Over-Allotment Option Jiuquan, China, January 19, 2021 – Qilian International Holding Group Limited (the “Company”) (Nasdaq: QLI), a China-based pharmaceutical and chemical products manufacturer, today announced the underwriters of its initial public offering ("Offering") have exercised in full their o |
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| January 15, 2021 |
Qilian International Holding Group Limited Announces Closing of Initial Public Offering Exhibit 99.2 Qilian International Holding Group Limited Announces Closing of Initial Public Offering Jiuquan, China, January 14, 2021 – Qilian International Holding Group Limited (the “Company”) (Nasdaq: QLI), a China-based pharmaceutical and chemical products manufacturer, today announced the closing of its initial public offering ("Offering") of 5,000,000 ordinary shares at a public offering pri |
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| January 15, 2021 |
Current Report of Foreign Issuer - FORM 6-K 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 January 2021 Commission File Number: 001-39805 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People?s Repub |
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| January 15, 2021 |
Qilian International Holding Group Limited Announces Pricing of Initial Public Offering Exhibit 99.1 Qilian International Holding Group Limited Announces Pricing of Initial Public Offering Jiuquan, China, January 11, 2021 – Qilian International Holding Group Limited (the “Company”), a China-based pharmaceutical and chemical products manufacturer, today announced the pricing of its initial public offering ("Offering") of 5,000,000 ordinary shares at a public offering price of US$5.00 |
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| January 12, 2021 |
5,000,000 Ordinary Shares Qilian International Holding Group Limited Filed pursuant to Rule 424 (b)(4) Registration No. 333-234460 5,000,000 Ordinary Shares Qilian International Holding Group Limited We are offering 5,000,000 ordinary shares, par value $0.00166667 per share (“Ordinary Shares”). This is the initial public offering of our Ordinary Shares. The offering price of our Ordinary Shares in this offering is US $5.00 per Ordinary Share. Prior to this offering |
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| December 28, 2020 |
Qilian International Holding Group Ltd. Qilian International Holding Group Ltd. December 28, 2020 VIA EDGAR Ms. Sonia Bednarowski U.S. Securities and Exchange Commission Division of Corporation Finance Office of Healthcare & Insurance 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: Qilian International Holding Group Limited Registration Statement on Form F-1, as amended (File No. 333-234460) Request for Acceleration of Effect |
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| December 28, 2020 |
December 28, 2020 VIA EDGAR Ms. Sonia Bednarowski U.S. Securities and Exchange Commission Division of Corporation Finance Office of Healthcare & Insurance 100 F Street, N.E. Washington, DC 20549 Re: Qilian International Holding Group Limited Registration Statement on Form F-1, as amended (File No. 333-234460) Request for Acceleration of Effectiveness Dear Ms. Bednarowski: Pursuant to Rule 461 prom |
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| December 23, 2020 |
Form of Underwriting Agreement* Exhibit 1.1 QILIAN INTERNATIONAL HOLDING GROUP LIMITED UNDERWRITING AGREEMENT [ ], 2020 Univest Securities, LLC 375 Park Avenue, 15th Floor New York, NY 10152 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, QILIAN INTERNATIONAL HOLDING GROUP LIMITED, a Cayman Islands exempted company (collectively with its subsidiaries and affiliates, includi |
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| December 23, 2020 |
As filed with the Securities and Exchange Commission on December 23, 2020 Registration No. |
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| December 18, 2020 |
As filed with the Securities and Exchange Commission on December 18, 2020 Registration No. |
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| December 18, 2020 |
Form of Underwriting Agreement* Exhibit 1.1 QILIAN INTERNATIONAL HOLDING GROUP LIMITED UNDERWRITING AGREEMENT [ ], 2020 Univest Securities, LLC 375 Park Avenue, 15th Floor New York, NY 10152 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, QILIAN INTERNATIONAL HOLDING GROUP LIMITED, a Cayman Islands exempted company (collectively with its subsidiaries and affiliates, includi |
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| December 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Qilian International Holding Group Limited (Exact name of registrant as specified in its charter) Cayman Islands Not applicable (State or other jurisdiction of incorporation or organization) (I.R |
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| December 10, 2020 |
Qilian International Holding Group Ltd. Qilian International Holding Group Ltd. December 10, 2020 VIA EDGAR Ms. Sonia Bednarowski U.S. Securities and Exchange Commission Division of Corporation Finance Office of Healthcare & Insurance 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: Qilian International Holding Group Ltd. Amendment No. 6 to Registration Statement on Form F-1 Filed November 23, 2020 File No. 333-234460 Dear Ms. |
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| December 10, 2020 |
As filed with the Securities and Exchange Commission on December 10, 2020 As filed with the Securities and Exchange Commission on December 10, 2020 Registration No. |
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| December 9, 2020 |
Qilian International Holding Group Limited 5,000,000 Ordinary Shares Filed Pursuant to Rule 433 Registration Statement No. 333-234460 Issuer Free Writing Prospectus dated December 9, 2020 Relating to Preliminary Prospectus dated November 23, 2020 Qilian International Holding Group Limited 5,000,000 Ordinary Shares This free writing prospectus relates to the initial public offering of ordinary shares of Qilian International Holding Group Limited (the "Company") and |
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| December 8, 2020 |
Qilian International Holding Group Limited 5,000,000 Ordinary Shares Filed Pursuant to Rule 433 Registration Statement No. 333-234460 Issuer Free Writing Prospectus dated December 8, 2020 Relating to Preliminary Prospectus dated November 23, 2020 Qilian International Holding Group Limited 5,000,000 Ordinary Shares This free writing prospectus relates to the initial public offering of ordinary shares of Qilian International Holding Group Limited (the "Company") and |
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| December 8, 2020 |
Qilian International Holding Group Limited 5,000,000 Ordinary Shares Filed Pursuant to Rule 433 Registration Statement No. 333-234460 Issuer Free Writing Prospectus dated December 8, 2020 Relating to Preliminary Prospectus dated November 23, 2020 Qilian International Holding Group Limited 5,000,000 Ordinary Shares This free writing prospectus relates to the initial public offering of ordinary shares of Qilian International Holding Group Limited (the "Company") and |
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| November 23, 2020 |
Request for Waivers and Representation under Item 8.A.4 of Form 20-F** Exhibit 99.4 QILIAN INTERNATIONAL HOLDING GROUP LIMITED Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province, 735000 People’s Republic of China +86-0937-2689523 November 23, 2020 Via Edgar Ms. Bonnie Baynes U.S. Securities and Exchange Commission Division of Corporation Finance Office of Healthcare & Insurance 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: Q |
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| November 23, 2020 |
As filed with the Securities and Exchange Commission on November 23, 2020 Registration No. |
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| August 21, 2020 |
Exhibit 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the ?Agreement?), is entered into as of June 15, 2020 (the ?Effective Date?), by and between Qilian International Holding Group Limited, incorporated under the laws of the Cayman Islands (the ?Company?), and Haiping Shi, an individual (the ?Chief Financial Officer (CFO)?). Except with respect to the direct employment of the CFO by the Co |
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| August 21, 2020 |
Form of Director Consent by David Moss** Exhibit 10.19 CONSENT OF DAVID MOSS Qilian International Holding Group Limited (the ?Company?) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the ?Registration Statement?) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consent |
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| August 21, 2020 |
Frost & Sullivan Consent Letter** Exhibit 99.2 1018, Tower B 500 Yunjin Road Shanghai, 200232, China Tel: 86 (21) 5407 5836 Fax: 86 (21) 3209 8500 www.frost.com August 19, 2020 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province People?s Republic of China Re: Consent of Frost & Sullivan (Beijing) Inc., Shanghai Branch Co. Ladies and Gentlemen, We understand th |
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| August 21, 2020 |
Exhibit 10.17 All customers who collect any money from your employees are required to obtain a receipt voucher with our financial stamp. Customer Service Hotline :[ ] No: [ ] Housing rental contracts Lessor (hereinafter referred to as Party A): Zhou Jing ID: [ ] Address: [ ], Contact number: [ ] Lessee (hereinafter referred to as Party B): Xin Yuchang ID : [ ] Address: [ ] Contact number: [ ] Inte |
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| August 21, 2020 |
Exhibit 10.15 Lease contract [ ] Corresponding entrustment contract number: Party A (Lessor): Chengdu Dingsheng Jiaye Real Estate Brokerage Co., Ltd. Passport number: [ ] ID ¨ other Party B (Lessee): Party B (Agent): Lessee contact number: Signing Tips Emergency Contact: 1. Before signing the contract, Party A shall show Party B the house ownership certificate and other relevant certificates and s |
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| August 21, 2020 |
As filed with the Securities and Exchange Commission on August 21, 2020 Registration No. |
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| August 21, 2020 |
The PRC Pharmaceutical Industry Market Study by Frost & Sullivan dated August 2020** Exhibit 99.1 The PRC Pharmaceutical Industry Market Study © 2019 Frost & Sullivan. All rights reserved. This document contains highly confidential information and is the sole property of Frost & Sullivan. No part of it may be circulated, quoted, copied or otherwise reproduced without the written approval of Frost & Sullivan. Highly Confidential February 2019 2 Agenda 2 Overview of the Macroeconomi |
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| August 21, 2020 |
Exhibit 10.18 1.1 Contract No .:100004730907 Housing rental contracts Sichuan Lianjia Real Estate Brokerage Co., Ltd. Signing Tips Client: 1. Each document included in this contract, you are required to sign in triplicate, please check the contents of the contract in triplicate (including manually completed parts) and ensure that the parties to the transaction and the broker each hold T points, pl |
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| August 21, 2020 |
Exhibit 10.16 Dear Customer, Any payment received from our employees shall be valid by issuing a receipt voucher with our financial seal. Customer Service Hotline: 4006 523 868 No:DTZL20190000722 Housing rental contracts Lessor (hereinafter referred to as Party A): Zeng Kunqiong ID :[ ] Address: [ ] Contact telephon:[ ] Lessee (hereinafter referred to as Party B): Xin Yuchang ID :[ ] Address: [ ] |
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| June 12, 2020 |
Qilian International Holding Group Ltd. Qilian International Holding Group Ltd. June 12, 2020 VIA EDGAR Ms. Bonnie Baynes U.S. Securities and Exchange Commission Division of Corporation Finance Office of Healthcare & Insurance 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: Qilian International Holding Group Ltd. Amendment No. 3 to Registration Statement on Form F-1 Filed April 8, 2020 File No. 377-02698 Dear Ms. Baynes: Qili |
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| June 12, 2020 |
Frost & Sullivan Consent Letter* Exhibit 99.2 June 11, 2019 Qilian International Holding Group Limited Jiuquan Economic and Technological Development Zone Jiuquan City, Gansu Province People’s Republic of China Re: Consent of Frost & Sullivan (Beijing) Inc., Shanghai Branch Co. Ladies and Gentlemen, We understand that Qilian International Holding Group Limited (the “Company”) intends to file a draft registration statement (the “R |
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| June 12, 2020 |
The PRC Pharmaceutical Industry Market Study by Frost & Sullivan dated May 2020* Exhibit 99.1 The PRC Pharmaceutical Industry Market Study © 2019 Frost & Sullivan. All rights reserved. This document contains highly confidential information and is the sole property of Frost & Sullivan. No part of it may be circulated, quoted, copied or otherwise reproduced without the written approval of Frost & Sullivan. Highly Confidential February 2019 2 Agenda 2 Overview of the Macroeconomi |
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| June 12, 2020 |
As filed with the Securities and Exchange Commission on June 12, 2020 Registration No. |
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| June 12, 2020 |
Exhibit 10.12 No. : 62210201-2020 (suzhou) no. 0012 Working Capital Loan Contract AGRICULTURAL DEVELOPMENT BANK OF CHINA Borrower (full name): Gansu Qilianshan Pharmaceutical Co. Ltd. Business license no. : 91620900789633293L Legal representative/CEO: Zhanchang Xin Place of business (address): Jiuquan High-tech Industrial Park, Jiuquan City, Gansu Province, China Zip: 735000 Bank and account numbe |
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| June 12, 2020 |
Exhibit 10.13 BANK OF LANZHOU Loan contract Lanyin loan No. 102192020000015 of 2020 Bank of Lanzhou Limited by Share Ltd Special note 1. This Contract is made by and between the Borrower and the Lender on the basis of equality and voluntariness, and all the terms hereof are the true expression of the intentions of both parties.In order to protect the legitimate rights and interests of the Borrower |
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| April 8, 2020 |
Exhibit 10.14 ABC(2016)1003-1 Agricultural Bank of China Co., Ltd Working Capital Loan Contract No.:62010120200000291 Dear customers: to protect your rights and interests, please carefully read any and all terms of this contract (especially those in block letter) prior to execution of this contract) and pay attention to your rights and obligations in the contract. If you have any doubts or questio |
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| April 8, 2020 |
As filed with the Securities and Exchange Commission on April 8, 2020 As filed with the Securities and Exchange Commission on April 8, 2020 Registration No. |
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| April 8, 2020 |
EX-10.13 2 tm2015170d1ex10-13.htm EXHIBIT 10.13 Exhibit 10.13 ABC(2016)1003-1 Agricultural Bank of China Co., Ltd Working Capital Loan Contract No.:62010120200000188 Dear customers: to protect your rights and interests, please carefully read any and all terms of this contract (especially those in block letter) prior to execution of this contract) and pay attention to your rights and obligations in |
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| January 21, 2020 |
Filed Pursuant to Rule 433 Issuer Free Writing Prospectus Dated January 21, 2020 Registration Statement No. |
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| January 2, 2020 |
Exhibit 10.10 ABC(2016)1003-1 Agricultural Bank of China Agricultural Bank of China Co., Ltd Working Capital Loan Contract No.:62010120190000719 Dear customers: to protect your rights and interests, please carefully read any and all terms of this contract (especially those in block letter) prior to execution of this contract) and pay attention to your rights and obligations in the contract. If you |
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| January 2, 2020 |
Qilian International Holding Group Ltd. Qilian International Holding Group Ltd. January 2, 2020 VIA EDGAR Ms. Bonnie Baynes U.S. Securities and Exchange Commission Division of Corporation Finance Office of Healthcare & Insurance 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: Qilian International Holding Group Ltd. Amendment No. 2 to Registration Statement on Form F-1 Submitted November 27, 2019 File No. 377-02698 Dear Ms. Ba |
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| January 2, 2020 |
Exhibit 10.9 ABC(2016)1003-1 Agricultural Bank of China Agricultural Bank of China Co., Ltd Working Capital Loan Contract No.:62010120190000361 Dear customers: to protect your rights and interests, please carefully read any and all terms of this contract (especially those in block letter) prior to execution of this contract) and pay attention to your rights and obligations in the contract. If you |
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| January 2, 2020 |
Exhibit 10.11 ABC(2016)1003-1 Agricultural Bank of China Agricultural Bank of China Co., Ltd Working Capital Loan Contract No.: 62010120190001052 Dear customers: to protect your rights and interests, please carefully read any and all terms of this contract (especially those in block letter) prior to execution of this contract) and pay attention to your rights and obligations in the contract. If yo |
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| January 2, 2020 |
As filed with the Securities and Exchange Commission on January 2, 2020 As filed with the Securities and Exchange Commission on January 2, 2020 Registration No. |
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| November 27, 2019 |
As filed with the Securities and Exchange Commission on November 27, 2019 As filed with the Securities and Exchange Commission on November 27, 2019 Registration No. |
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| November 27, 2019 |
Form of Underwriting Agreement** QILIAN INTERNATIONAL HOLDING GROUP LIMITED UNDERWRITING AGREEMENT [ ], 2020 Univest Securities, LLC 375 Park Avenue, 15th Floor New York, NY 10152 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, QILIAN INTERNATIONAL HOLDING GROUP LIMITED, a Cayman Islands exempted company (collectively with its subsidiaries and affiliates, including, without |
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| November 27, 2019 |
Request for Waiver and Representation under Item 8.A.4 of Form 20-F* Exhibit 99.4 November 27, 2019 VIA EDGAR Ms. Bonnie Baynes U.S. Securities and Exchange Commission Division of Corporation Finance Office of Healthcare & Insurance 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: Qilian International Holding Group Ltd. Amended Registration Statement on Form F-1 CIK No. 0001779578 Request for Waiver and Representation under Item 8.A.4 of Form 20-F Dear Ms |
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| November 27, 2019 |
Qilian International Holding Group Ltd. Qilian International Holding Group Ltd. November 27, 2019 VIA EDGAR Ms. Bonnie Baynes U.S. Securities and Exchange Commission Division of Corporation Finance Office of Healthcare & Insurance 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: Qilian International Holding Group Ltd. Amendment No. 1 to Registration Statement on Form F-1 Submitted November 1, 2019 File No. 377-02698 Dear Ms. B |
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| November 27, 2019 |
Amended and Restated Memorandum and Articles of Association** Exhibit 3.1 Companies Law (Revised) Company Limited by Shares AMENDED AND RESTATED memorandum of association OF QILIAN INTERNATIONAL HOLDING GROUP LIMITED ???????????? (Adopted by special resolution passed on 16 October 2019) Companies Law (Revised) Company Limited by Shares Memorandum of Association of QILIAN INTERNATIONAL HOLDING GROUP LIMITED ???????????? (Adopted by special resolution passed o |
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| November 4, 2019 |
Form of Power of Attorney (included in Exhibit 10.6)** Exhibit 10.6 SHAREHOLDERS? VOTING RIGHTS PROXY AGREEMENT ON GANSU QILIANSHAN PHARMACEUTICAL CO., LTD. AMONG [Shareholder?s Name] AND CHENGDU QILIAN TRADING CO., LTD. [Date] SHAREHOLDERS? VOTING RIGHTS PROXY AGREEMENT This SHAREHOLDERS? VOTING RIGHTS PROXY AGREEMENT (this ?AGREEMENT?) is entered into as of [Date] (?SIGNING DATE?) in [City], the People?s Republic of China (?CHINA? or ?PRC?) by and a |
