CHINA HGS REAL ESTATE INC. (NASDAQ:HGSH) Files An 8-K Material Modification to Rights of Security Holders

CHINA HGS REAL ESTATE INC. (NASDAQ:HGSH) Files An 8-K Material Modification to Rights of Security Holders
Item 3.03. Material Modification to Rights of Security Holders.

The information provided in Item 5.03 of this Current Report on Form 8-K/A is incorporated by reference into this Item 3.03.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

The Form 8-K filed with the United States Securities and Exchange Commission on August 28, 2020 is hereby amended and restated as follows:

On August 19, 2020 China HGS Real Estate Inc. (the “Company”) filed an Amendment to the Company’s Articles of Incorporation (the “Certificate of Amendment”) with the Florida Secretary of State to effect a one-for-two reverse split of the Company’s authorized and issued and outstanding shares of common stock (the “Reverse Stock Split”). The Reverse Stock Split became effective in accordance with the terms of the Certificate of Amendment on August 20, 2020 (the “Effective Time”).

At the Effective Time, every two shares of the Company’s common stock authorized and issued and outstanding were automatically combined into one share of common stock, without any change in the par value per share. The Company will not issue any fractional shares in connection with the Reverse Stock Split. Instead, fractional shares will be rounded up to the nearest full share. The Reverse Stock Split will not modify the rights or preferences of the common stock.

The Company’s common stock will begin trading on the NASDAQ Capital Market on a split-adjusted basis on Wednesday, September 2, 2020.

The foregoing description of the Certificate of Amendment does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the Certificate of Amendment, which is attached as Exhibit 3.1 to this Current Report on Form 8-K, and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

3.1 Certificate of Amendment to Articles of Incorporation of China HGS Real Estate Inc.

  


About CHINA HGS REAL ESTATE INC. (NASDAQ:HGSH)

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China HGS Real Estate Inc., formerly China Agro Sciences Corp., through its subsidiaries and variable interest entity (VIE), engages in real estate development, primarily in the construction and sale of residential apartments, car parks and commercial properties. The Company’s projects located in Hanzhong City are Mingzhu Garden-Mingzhu Nanyuan, Mingzhu Beiyuan, Oriental Pearl Garden, Mingzhu Xinju and Liangzhou road related projects. In Yang County, its projects are Yangzhou Pearl Garden and Yangzhou Palace. Its Mingzhu Nanyuan project consists of multi-layer residential buildings and sub-high-rise and high-rise residential buildings with commercial shops on the first floors. Its Oriental Pearl Garden project consists of approximately 10 high-rise residential buildings with commercial shops on the first and second floors. Its Yangzhou Pearl Garden project consists of multi-layer residential buildings and sub-high-rise residential buildings with commercial shops on the first floors.

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