UXIN Uxin Ltd

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 2024

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Commission File Number: 001-38527

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Uxin Limited

 

21/F, Donghuang Building,

No. 16 Guangshun South Avenue

Chaoyang District, Beijing 100102,

People’s Republic of China
(Address of principal executive offices)

 

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

 

Form 20-F ___X____ Form 40-F _________

 

 

 

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Exhibit Index

 

Exhibit 99.1—Press Release

Exhibit 99.2—Notice of Extraordinary General Meeting

Exhibit 99.3—Form of Proxy for the Extraordinary General Meeting

 

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

UXIN LIMITED

 

 

By	:	/s/ Feng Lin
Name	:	Feng Lin
Title	:	Chief Financial Officer

 

Date: January 30, 2024

 

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Uxin to Hold an Extraordinary General Meeting on March 1, 2024

Uxin Limited (“Uxin” or the “Company”, together with its subsidiaries, the “Group”) (Nasdaq: UXIN), China’s leading used car retailer, today announced that it will hold an Extraordinary General Meeting of Shareholders (the “EGM”) at 21/F, Donghuang Building, No. 16 Guangshun South Avenue, Chaoyang District, Beijing 100102, People’s Republic of China, at 10:00 am (Beijing time) on March 1, 2024.

The purpose of the EGM is for the Company’s shareholders to consider and, if thought fit, approve the increase in authorized share capital of the Company.

 

Mr. Kun Dai, the Chairman of the Board, has fixed the close of business on February 5, 2024, as the record date (the “Record Date”) in order to determine the shareholders entitled to receive notice of the EGM or any adjourned or postponed meeting thereof. The notice of EGM and form of proxy for the EGM are attached as Exhibits to the Current Report on Form 6-K furnished by the Company to the Securities and Exchange Commission today and are also available on the Company’s website at https://ir.xin.com/.

 

Holders of the Company’s ordinary shares whose names are on the register of members of the Company at the close of business on the Record Date are entitled to attend the EGM and any adjournment or postponement thereof. Holders of the Company’s American depositary shares (“ADSs”) who wish to exercise their voting rights for the underlying shares must act through The Bank of New York Mellon, the depositary of the Company’s ADS program.

 

About Uxin

Uxin is China's leading used car retailer, pioneering industry transformation with advanced production, new retail experiences, and digital empowerment. We offer high-quality and value-for-money vehicles as well as superior after-sales services through a reliable, one-stop, and hassle-free transaction experience. Under our omni-channel strategy, we are able to leverage our pioneering online platform to serve customers nationwide and establish market leadership in selected regions through offline inspection and reconditioning centers. Leveraging our extensive industry data and continuous technology innovation throughout more than ten years of operation, we have established strong used car management and operation capabilities. We are committed to upholding our customer-centric approach and driving the healthy development of the used car industry.

 

Safe Harbor Statement

This press release contains statements that may constitute “forward-looking” statements which are made pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “likely to,” and similar statements. Statements that are not historical facts, including statements about Uxin’s beliefs, plans, and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the risk and uncertainties as to the timing of the entry into definitive agreements or consummation of the transactions; the risk that certain closing conditions of the transactions may not be satisfied on a timely basis, or at all; impact of the COVID-19 pandemic; Uxin’s goal and strategies; its expansion plans and successful completion of certain financing transactions; its future business development, financial condition and results of operations; Uxin’s expectations regarding demand for, and market acceptance of, its services; its ability to provide differentiated and superior customer experience, maintain and enhance customer trust in its platform, and assess and mitigate various risks, including credit; its expectations regarding maintaining and expanding its relationships with business partners, including financing partners; trends and competition in China’s used car e-commerce industry; the laws and regulations relating to Uxin’s industry; the general economic and business conditions; and assumptions underlying or related to any of the foregoing.

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UXIN LIMITED

(Incorporated in the Cayman Islands with Limited liability)

(Nasdaq Ticker: UXIN)

 

NOTICE OF extraordinary GENERAL MEETING

to be held on March 1, 2024

(or any adjourned or postponed meeting thereof)

 

NOTICE IS HEREBY GIVEN that the extraordinary general meeting (the “EGM”) of UXIN LIMITED (the “Company”) will be held at 21/F, Donghuang Building, No. 16 Guangshun South Avenue, Chaoyang District, Beijing 100102, People’s Republic of China, at 10:00 am (Beijing time) on March 1, 2024 and at any adjourned or postponed meeting thereof, for the following purposes:

“RESOLVED, as an ordinary resolution:

THAT the authorized share capital of the Company be and is hereby increased by the creation of an additional 190,000,000,000 new Class A Ordinary Shares of a par value of US$0.0001 each (the “Share Capital Increase”), such that, following the Share Capital Increase, the authorized share capital of the Company will be US$20,000,000 divided into 200,000,000,000 shares comprising of (i) 198,180,000,000 Class A Ordinary Shares of a par value of US$0.0001 each, (ii) 100,000,000 Class B Ordinary Shares of a par value of US$0.0001 each and (iii) 1,720,000,000 Senior Preferred Shares of a par value of US$0.0001.

RECORD DATE

Mr. Kun Dai, the Chariman of the Board, has fixed the close of business on February 5, 2024 (Beijing time) as the record date (the “Record Date”) for determining the shareholders entitled to receive notice of and to vote at the EGM or any adjournment or postponed meeting thereof.

Holders of record of the Company's Class A Ordinary Shares, Class B Ordinary Shares and Senior Preferred Shares, each with a par value of US$0.0001 per share, at the close of business on the Record Date will be entitled to attend and vote at the EGM and any adjournment or postponed meeting thereof.

Your vote is important. Whether or not you propose to attend the EGM in person, you are urged to complete, sign, date and return the accompanying form of proxy (which is attached to and made a part of this notice) by mail to 21/F, Donghuang Building, No. 16 Guangshun South Avenue, Chaoyang District, Beijing 100102, Republic of China People’s Republic of China, Attention: Mr. Jinwang Kou, or by email to koujinwang@xin.com as soon as possible and in any event no later than the end of February 26, 2024 (Beijing time).

Holders of record of the Company’s American Depositary Shares (the “ADSs”) as of the close of business on Record Date who wish to exercise their voting rights for the underlying Class A Ordinary Shares represented by their ADSs must act through The Bank of New York Mellon, the depositary of the Company’s ADS program (the “Depositary”).

ATTENDING THE EGM

Only holders of record of Class A Ordinary Shares, Class B Ordinary Shares or Senior Preferred Shares as of the Record Date are entitled to attend and vote at the EGM. Please note that holders of ADSs are not entitled to attend the EGM. Any ADS holder who appears at the venue of the EGM will not be allowed to attend the EGM.

The chairman of the EGM shall demand that a poll shall be taken in respect of each resolution to be put to the vote at the EGM, and accordingly each holder of Class A Ordinary Shares shall be entitled to one vote for every such share held by him or her, each holder of Class B Ordinary Shares shall be entitled to ten votes for every such share held by him or her, and each holder of Senior Preferred Shares shall be entitled to that

 

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number of votes equal to the largest number of whole Class A Ordinary Shares into which each such Senior Preferred Share could be converted.

The notice of the EGM and the proxy form are also available for viewing on the Company’s website at https://ir.xin.com/.

 

 

	BY ORDER OF THE BOARD OF DIRECTORS, UXIN LIMITED
	/s/ Kun Dai
	Name: Kun Dai Title: Chairman and Chief Executive Officer
	January 30, 2024

 

 

 

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UXIN LIMITED

(Incorporated in the Cayman Islands with Limited liability)

(Nasdaq Ticker: UXIN)

 

 

FORM OF PROXY FOR THE extraordinary GENERAL MEETING

to be held on March 1, 2024

(or any adjourned or postponed meeting thereof)

 

Introduction

This Form of Proxy is furnished in connection with the solicitation by the Board of Directors of UXIN LIMITED, an exempted company incorporated in the Cayman Islands with limited liability (the “Company”), of proxies from the holders of the issued and outstanding Class A Ordinary Shares, Class B Ordinary Shares and Senior Preferred Shares, each with par value US$0.0001 per share of the Company (the “Shares”) to be exercised at the extraordinary general meeting of the Company (the “EGM”) to be held at 21/F, Donghuang Building, No. 16 Guangshun South Avenue, Chaoyang District, Beijing 100102, People’s Republic of China, at 10:00 am (Beijing time) on March 1 2024, and at any adjourned or postponed meeting thereof, for the purposes set forth in the accompanying Notice of Extraordinary General Meeting (the “EGM Notice”).

Only the holders of record of the Shares at the close of business on February 5, 2024 (the “Record Date”) are entitled to notice of and to vote at the EGM. Voting at the EGM shall be determined by a poll. In respect of the matters requiring shareholders’ vote at the EGM, each holder of Class A Ordinary Shares shall be entitled to one vote for every such share held by him or her, each holder of Class B Ordinary Shares shall be entitled to ten votes for every such share held by him or her, and each holder of Senior Preferred Shares shall be entitled a poll to that number of votes equal to the largest number of whole Class A ordinary shares into which each such Senior Preferred Share could be converted. Each ADS represents three hundred (300) Class A Ordinary Shares. The quorum for the EGM requires the presence (in person or by proxy) of at least one or more shareholder holding Shares which carry in aggregate (or representing by proxy) not less than one-third of all votes attaching to all Shares in issue and entitled to vote at the EGM. Holders of the senior convertible preferred shares shall be included for the purposes of determining whether the quorum requirement is satisfied.

The Shares represented by all properly executed proxies returned to the Company will be voted at the EGM as indicated or, if no instruction is given, the holder of the proxy will vote the Shares in his discretion, unless a reference to the holder of the proxy having such discretion has been deleted and initialed on this Form of Proxy. Where the chairman of the EGM acts as proxy and is entitled to exercise his discretion, he is likely to vote the Shares FOR the resolutions. As to any other business that may properly come before the EGM, all properly executed proxies will be voted by the persons named therein in accordance with their discretion. The Company does not presently know of any other business which may come before the EGM. However, if any other matter properly comes before the EGM, or any adjourned or postponed meeting thereof, which may properly be acted upon, unless otherwise indicated the proxies solicited hereby will be voted on such matter in accordance with the discretion of the proxy holders named therein. Any person giving a proxy has the right to revoke it at any time before it is exercised (i) by filing with the Company a duly signed revocation at its registered office in the Cayman Islands located at the offices of Maples Corporate Services Limited at P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands, with a copy delivered to its offices at 21/F, Donghuang Building, No. 16 Guangshun South Avenue, Chaoyang District, Beijing 100102, People’s Republic of China, Attention: Mr. Jinwang Kou, or by email to koujinwang@xin.com, or (ii) by attending and voting in person at the EGM.

To be valid, this Form of Proxy must be completed, signed and returned to 21/F, Donghuang Building, No. 16 Guangshun South Avenue, Chaoyang District, Beijing 100102, People’s Republic of China, Attention: Mr. Jinwang Kou, or by email to jinwangkou@xin.com, as soon as possible and in any event no later than February 26, 2024 (Beijing time).

 

 

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UXIN LIMITED

(Incorporated in the Cayman Islands with Limited liability)

(Nasdaq Ticker: UXIN)

 

 

FORM OF PROXY FOR THE extraordinary GENERAL MEETING

to be held on March 1, 2024

(or any adjourned or postponed meeting thereof)

 

I/We, ____________________ of ____________________, being the registered holder of __________________ Shares, each with par value US$0.0001 per share, of UXIN LIMITED (the "Company") hereby appoint the Chairman of the EGM or _________________, as my/our proxy to attend and act on my/our behalf at the EGM of the Company to be held at 21/F, Donghuang Building, No. 16 Guangshun South Avenue, Chaoyang District, Beijing 100102, People’s Republic of China, at 10:00 am (Beijing time) on March 1, 2024 and at any adjournment(s) or postponement(s) thereof. My/our proxy is instructed to vote on a poll on the resolutions in respect of the matters specified in the Notice of the EGM as indicated below, or if no such indication is given, as my/our proxy thinks fit:

 

No.	RESOLUTIONS	FOR	AGAINST	ABSTAIN
1.	As an ordinary resolution:   THAT the authorized share capital of the Company be and is hereby increased by the creation of an additional 190,000,000,000 new Class A Ordinary Shares of a par value of US$0.0001 each (the “Share Capital Increase”), such that, following the Share Capital Increase, the authorized share capital of the Company will be US$20,000,000 divided into 100,000,000,000 shares comprising of (i) 198,180,000,000 Class A Ordinary Shares of a par value of US$0.0001 each, (ii) 100,000,000 Class B Ordinary Shares of a par value of US$0.0001 each and (iii) 1,720,000,000 Senior Preferred Shares of a par value of US$0.0001.

 

 

 

 

Dated__________, 2024	Signature(s)

 

 

 

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