Report of Foreign Issuer (6-k)
December 31 2019 - 04:06PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of December 2019
Commission File Number: 001-38772
REEBONZ HOLDING LIMITED
(Exact Name of Registrant as Specified
in Its Charter)
c/o Reebonz Limited,
5 Tampines North Drive 5
#07-00
Singapore 528548
+65 6499 9469
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F
☐
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Results of the Submission of Matters
to a Vote of Security Holders
On December 30, 2019, Reebonz Holding Limited
(the “Company”) held its Annual General Meeting of Shareholders (which meeting was originally scheduled for December
29, 2019 (the “Original Time”) and adjourned until December 30, 2019 as further discussed below). The total number
of shares entitled to vote at the 2019 Annual General Meeting of Shareholders (the “AGM”) was 6,221,994 shares held
of record on November 22, 2019. There were present at the AGM, in person or by proxy, 1,909,546 shares. While this amount of shares
did not initially constitute a quorum at the Original Time, pursuant to the Company’s Memorandum and Articles of Association,
the Company’s board of directors (the “Board”) adjourned the AGM until Monday December 30, 2019 at 10:00 a.m.
(Singapore time), and following such adjournment, in accordance with the Company’s Memorandum and Articles of Association,
the members present constituted a quorum for purposes of the AGM and approved the following matters, all of which were set forth
on the Company’s notice for the AGM and voted on and approved by the Company’s shareholders:
(1) election of Arthur Chua as a Class I director to the
board of directors (the “Board”) of the Company for a three-year term of office expiring at the 2022 Annual
General Meeting;
(2) approval of an amendment to the Company’s Memorandum
and Articles of Association to increase the Company’s authorized ordinary shares, par value $0.0008 per share (“Ordinary
Shares”) from 25,000,000 share to 200,000,000 shares;
(3) authorization of the Board of Directors to effect
a reverse split of Ordinary Shares, at an exchange ratio of not less than 1-for-2 and not greater than 1-for-10, to be determined
by the Board of Directors in its sole discretion to comply with Nasdaq requirements to maintain the listing of our Ordinary Shares
on the Nasdaq Stock Market and, in connection therewith, amend the Company’s Memorandum and Articles of Association to reflect
the consolidation of the Ordinary Shares based on the ratio determined by the Board of Directors; and
(4) approval of an amendment to the 2018 Omnibus Equity
Incentive Plan and reprice certain outstanding stock options issued under the 2018 Reebonz Share Option Plan.
The final results of the shareholders votes at the AGM are set forth
below:
Proposal 1: Election of Class I Director
NOMINEE
|
|
FOR
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|
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WITHHELD
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Arthur Chua
|
|
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1,854,243
|
|
|
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55,346
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|
Proposal 2: Approval of Ordinary Share Increase:
FOR
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|
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AGAINST
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|
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ABSTAIN
|
|
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1,739,904
|
|
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164,632
|
|
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5,053
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Proposal 3: Approval of Reverse Stock Split
FOR
|
|
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AGAINST
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ABSTAIN
|
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1,744,667
|
|
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162,872
|
|
|
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2,050
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|
Proposal 4: Approval of Amendments to Reebonz 2018 Share
Option Plan
FOR
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|
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AGAINST
|
|
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ABSTAIN
|
|
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1,755,163
|
|
|
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134,360
|
|
|
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20,066
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Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 30, 2019, Arthur Chua was elected as Class I director
at the AGM.
On December 30, 2019, immediately following
the AGM, Chua Kee Lock resigned as a Class II director and the Board appointed Charles Goh as a Class II director to fill the
vacancy created by Mr. Lock’s resignation. Mr. Goh is the founder and director of Yuan Resources Pte Ltd and Yuan Universal
Pte Ltd, Singapore based commodity trading companies. Mr. Goh is the Director of Yuan Capital Pte Ltd and Yuan Asset Management
Pte Ltd, both investment holding company, as well as The Cheese Artisans (TCA) a Singapore based artisanal cheese distributor
and retail store. Prior to starting Yuan Resources, Mr. Goh was an executive in various capacities at Natsteel Ltd / Natsteel
Trading Pte Ltd, Thyssen Asia Pacific Pte Ltd, Preussag Trade (Asia) Pte Ltd. Previously, Mr. Goh was member of the board of directors
of various corporations such as ISV Investment Pte Ltd, Natsteel Trade International Pte Ltd, Natsteel Vina Co., Ltd (Vietnam),
Aisco Resources Pte Ltd, United North Supply Pte Ltd, Amurmetal Global Trading Pte Ltd, FishOne Singapore Pte Ltd, Win Harmony
International Pte Ltd, and Indochine Resources Pte Ltd. He earned a Bachelor of Engineering in Mechanical & Production Engineering
from National University of Singapore.
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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REEBONZ HOLDING LIMITED
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Date: December 31, 2019
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By:
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/s/ Nupur Sadiwala
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Nupur Sadiwala
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Chief Financial Officer
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