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: 001-40486
AiHuiShou International Co. Ltd.
(Registrant’s Name)
12th Floor, No. 6 Building
433 Songhu Road, Shanghai
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 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): ☐
EXHIBIT INDEX
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.
| AiHuiShou International Co. Ltd. | ||
| By : | /s/ Chen Chen | |
| Name : Chen Chen | ||
| Title : Chief Financial Officer | ||
Date: September 30, 2021
Exhibit 99.1
ATRenew to Hold Extraordinary General Meeting on November 15, 2021
SHANGHAI, Sept. 30, 2021 /PRNewswire/ — AiHuiShou International Co. Ltd. (“ATRenew” or the “Company”) (NYSE: RERE), a leading technology-driven pre-owned consumer electronics transactions and services platform in China, today announced that it has called an extraordinary general meeting (the “EGM”) of shareholders to be held at 12/F, Tower 6, KIC Corporate Avenue, 433 Songhu Road, Yangpu District, Shanghai, on November 15, 2021 at 10:00 a.m. Beijing time for the purpose of considering and, if thought fit, passing and approving the proposal to change the name of the Company from “AiHuiShou International Co. Ltd.” to “ATRenew Inc.”.
The notice of the EGM, to which the form of proxy for the EGM is attached and made a part, is available on the Company’s website at https://ir.aihuishou.com/.
The Board of Directors of the Company has fixed the close of business on October 8, 2021 (Eastern Time) as the record date (the “Record Date”) for determining the shareholders entitled to receive the notice of the EGM or any adjournment or postponement thereof. Holders of record of the Company’s ordinary shares at the close of business on the Record Date are entitled to attend and vote at the EGM and any adjournment(s) or postponement(s) thereof. Holders of the American depositary shares (“ADSs”) representing the Company’s Class A ordinary shares must act through the depositary of the Company’s ADS program to exercise their voting rights for the underlying ordinary shares.
About AiHuiShou International Co. Ltd.
Headquartered in Shanghai, AiHuiShou International Co. Ltd. (“ATRenew”) (NYSE: RERE) operates a leading technology-driven pre-owned consumer electronics transactions and services platform in China under the brand ATRenew, which stands for “All Things Renew.” Since its inception in 2011, ATRenew has been on a mission to give a second life to all idle goods, addressing the environmental impact of pre-owned consumer electronics by facilitating recycling and trade-in services, and distributing the devices to prolong their lifecycle. ATRenew’s open platform integrates C2B, B2B, and B2C capabilities to empower its online and offline services. Through its end-to-end coverage of the entire value chain and its proprietary inspection, grading, and pricing technologies, ATRenew sets the standard for China’s pre-owned consumer electronics industry.
Investor Relations Contact
In China:
AiHuiShou International Co. Ltd.
Investor Relations
Email: ir@aihuishou.com
In the United States:
ICR, LLC
Email: aihuishou@icrinc.com
Tel: +1-212-537-0461
SOURCE AiHuiShou International Co. Ltd.
Exhibit 99.2
AiHuiShou International Co. Ltd.
(the “Company”)
Notice of Extraordinary General Meeting of the Company
Notice is hereby given that an Extraordinary General Meeting of the Company (the “EGM”) will be held at 12/F, Tower 6, KIC Corporate Avenue, 433 Songhu Road, Yangpu District, Shanghai, on November 15, 2021 at 10:00 a.m. Beijing time for the purpose of considering and, if thought fit, passing and approving the following resolution:
It was resolved as a special resolution that the name of the Company is changed from “AiHuiShou International Co. Ltd.” to “ATRenew Inc.”.
The Board of Directors of the Company has fixed the close of business on October 8, 2021 (Eastern Time) as the record date (the “Record Date”) for determining the shareholders entitled to receive notice of the EGM or any adjournment or postponement thereof.
Please refer to the proxy form which is attached and made a part of this notice. Holders of record of the Company’s ordinary shares at the close of business on the Record Date are entitled to attend and vote at the EGM and any adjournment(s) or postponement(s) thereof. Holders of the American depositary shares (“ADSs”) representing the Company’s Class A ordinary shares must act through the depositary of the Company’s ADS program to exercise their voting rights for the underlying ordinary shares.
| By order of the Board | ||
| /s/ Xuefeng Chen | ||
| Director | ||
| Dated: September 30, 2021 | ||
Registered Office:
c/o Maples Corporate Services Limited
PO Box 309, Ugland House
Grand Cayman
KY1-1104
Cayman Islands
| * | A form of proxy has been included with this Notice. |
NOTES
IF YOU HAVE EXECUTED A STANDING PROXY, YOUR STANDING PROXY WILL BE VOTED AS INDICATED IN NOTE 2 BELOW, UNLESS YOU ATTEND THE EGM IN PERSON OR SEND IN A SPECIFIC PROXY.
| 1 | A proxy need not be a shareholder of the Company. A shareholder entitled to attend and vote at the EGM is entitled to appoint one or more proxies to attend and vote in his/her stead. |
| 2 | Any standing proxy previously deposited by a shareholder with the Company will be voted in favour of the resolutions to be proposed at the EGM unless revoked prior to the EGM or the shareholder attends the EGM in person or executes a specific proxy. |
| 3 | A form of proxy for use at the EGM is enclosed. Whether or not you propose to attend the EGM in person, you are strongly advised to complete and sign the enclosed form of proxy in accordance with the instructions printed on it and then deposit it (together with any power of attorney or other authority under which it is signed or a notarially certified copy of that power or authority) at the offices of AiHuiShou International Co. Ltd. at 12/F, Tower 6, KIC Corporate Avenue, 433 Songhu Road, Yangpu District, Shanghai, or send copies of the foregoing by email to ir@aihuishou.com, in each case marked for the attention of IR team, not later than 48 hours before the time for the holding of the EGM or adjourned EGM in accordance with the Articles of Association of the Company. Returning the completed form of proxy will not preclude you from attending the EGM and voting in person if you so wish. |
| 4 | If two or more persons are jointly registered as holders of a share, the vote of the senior person who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of other joint holders. For this purpose seniority shall be determined by the order in which the names stand on the Company’s register of shareholders in respect of the relevant shares. |
| 5 | A shareholder holding more than one share entitled to attend and vote at the EGM need not cast the votes in respect of such shares in the same way on any resolution and therefore may vote a share or some or all such shares either for or against a resolution and/or abstain from voting a share or some or all of the shares and, subject to the terms of the instrument appointing any proxy, a proxy appointed under one or more instruments may vote a share or some or all of the shares in respect of which he is appointed either for or against a resolution and/or abstain from voting. |
| 6 | The quorum for the EGM is one or more shareholders present in person or by proxy holding shares which carry in aggregate not less than one-third of all votes attaching to all shares in issue in the Company entitled to vote on the resolutions to be considered at the EGM. |
AiHuiShou International Co. Ltd.
(the “Company”)
FORM OF PROXY FOR SHAREHOLDERS
| I/We |
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Please Print Name(s)
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Please Print Address(es)
being (a) shareholder(s) of the Company with ____________ shares respectively hereby appoint
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of |
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or failing him/her
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of |
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or failing him/her the duly appointed chairman of the EGM (the “Chairman”) as my/our proxy to vote for me/us and on my/our behalf at the Extraordinary General Meeting of the Company (the “EGM”) to be held on November 15, 2021 at 10:00 a.m. Beijing time at 12/F, Tower 6, KIC Corporate Avenue, 433 Songhu Road, Yangpu District, Shanghai and at any adjournment of the EGM. My proxy is instructed to vote on a poll or on a show of hands on the resolutions in respect of the matters specified in the Notice of the EGM as indicated below:
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Resolution
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For | Against | Abstain | |||
| It was resolved as a special resolution that the name of the Company is changed from “AiHuiShou International Co. Ltd.” to “ATRenew Inc.”.
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Please indicate your voting preference by ticking, or inserting the number of shares to be voted for or against or to abstain, the boxes above in respect of each resolution. If you do not complete this section, your proxy will vote or abstain at his/her discretion, as he/she will on any other business that may be raised at the EGM.
You may instruct your proxy to vote some or all of the shares in respect of which the proxy is appointed either for or against any resolution and/or abstain from voting as such proxy need not cast the votes in respect of your shares in the same way on any resolution. In this case, please specify in the voting boxes above the number of shares in respect of which your proxy is to vote for or against or to abstain in respect of each resolution.
If you have appointed more than one proxy, please specify in the voting boxes above the number of shares in respect of which each proxy is entitled to exercise the related votes. If you do not complete this information, the first person listed above shall be entitled to exercise all the votes in relation to the relevant resolution. If you have appointed more than one proxy, the first person listed above shall be entitled to vote on a show of hands.
If you have appointed another proxy to vote on a show of hands in a separate form (in which case the proxy appointed in this form may not vote on a show of hands) please tick this box: ☐
| Signed: |
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| Name: |
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| Date: |
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In the case of joint holders the
senior holder (see note 4 below) should sign.
Please provide the names of all other
joint holders: _____________________________
NOTES
IF YOU HAVE EXECUTED A STANDING PROXY, YOUR STANDING PROXY WILL BE VOTED AS INDICATED IN NOTE 2 BELOW, UNLESS YOU ATTEND THE EGM IN PERSON OR COMPLETE AND SEND IN THIS FORM APPOINTING A SPECIFIC PROXY.
| 1 | A proxy need not be a shareholder of the Company. A shareholder entitled to attend and vote at the EGM is entitled to appoint one or more proxies to attend and vote in his/her stead. Please insert the name of the person(s) of your own choice that you wish to be appointed proxy in the space provided, failing which the Chairman will be appointed as your proxy. |
| 2 | Any standing proxy previously deposited by a shareholder with the Company will be voted in favour of the resolutions to be proposed at the EGM unless revoked prior to the EGM or the shareholder attends the EGM in person or completes and returns this form appointing a specific proxy. |
| 3 | Whether or not you propose to attend the relevant meeting(s) in person, you are strongly advised to complete and return this form of proxy in accordance with these instructions. To be valid, this form must be completed and deposited (together with any power of attorney or other authority under which it is signed or a notarially certified copy of that power or authority) at the offices of AiHuiShou International Co. Ltd. at 12/F, Tower 6, KIC Corporate Avenue, 433 Songhu Road, Yangpu District, Shanghai, or send copies of the foregoing by email to ir@aihuishou.com, in each case marked for the attention of IR team, as soon as possible and in any event not later than 48 hours before the time for holding the relevant meeting or any adjourned meeting. Returning this completed form of proxy will not preclude you from attending the relevant meeting(s) and voting in person if you so wish. |
| 4 | If two or more persons are jointly registered as holders of a share, the vote of the senior person who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of other joint holders. For this purpose seniority shall be determined by the order in which the names stand on the Company’s register of shareholders in respect of the relevant shares. The senior holder should sign this form, but the names of all other joint holders should be stated on the form in the space provided. |
| 5 | If this form is returned without an indication as to how the proxy shall vote, the proxy will exercise his/her discretion as to whether he/she votes and if so how. |
| 6 | This form of proxy is for use by shareholders only. If the appointor is a corporate entity this form of proxy must either be under its seal or under the hand of some officer or attorney duly authorised for that purpose. |
| 7 | Any alterations made to this form must be initialled by you. |
| 8 | A proxy may vote on a show of hands or on a poll. |
Exhibit 99.3
Extraordinary General Meeting of Shareholders
The Voting Instructions must be signed, completed and received at the indicated address prior to
10:00 a.m. (New York City time) on November 8, 2021 for action to be taken.
| 2021 VOTING INSTRUCTIONS | AMERICAN DEPOSITARY SHARES | |||
| AiHuiShou International Co. Ltd. (the “Company”) | ||||
| ADS CUSIP No.: | 00138L108. | |||
| ADS Record Date: | October 8, 2021 (New York City time). | |||
| Meeting Specifics: | Extraordinary General Meeting to be held on November 15, 2021 at 10:00 a.m. (Beijing Time), at 12/F, | |||
| Tower 6, KIC Corporate Avenue, 433 Songhu Road, Yangpu District, Shanghai (the “Meeting”). | ||||
| Meeting Agenda: | Please refer to the Company’s Notice of Meeting enclosed herewith. | |||
| Depositary: | Citibank, N.A. | |||
| Deposit Agreement: | Deposit Agreement, dated as of June 17, 2021, by and among the Company, the Depositary and all | |||
| Holders and Beneficial Owners. | ||||
| Deposited Securities: | Class A Ordinary Shares, par value US$0.0001 per Share, of the Company. | |||
| Custodian: | Citibank, N.A. - Hong Kong. | |||
The undersigned holder, as of the ADS Record Date, of the American Depositary Share(s) issued under the Deposit Agreement identified hereon (such American Depositary Shares, the “ADSs”) hereby authorizes and directs the Depositary to cause to be voted at the Meeting (and any adjournment or postponement thereof) the Deposited Securities represented by the ADSs in the manner indicated on the reverse side hereof.
The Depositary has been advised by the Company that the Articles of Association of the Company (the “Articles of Association”) provide that voting at any general meeting of shareholders is by show of hands unless (before or on the delclaration of the show of hands) a poll is demanded.
Voting instructions may be given only in respect of a number of ADSs representing an integral number of Deposited Securities. Upon the timely receipt from a Holder of ADSs as of the ADS Record Date of voting instructions in the manner specified by the Depositary, the Depositary shall endeavor, insofar as practicable and permitted under applicable law, the provisions of the Deposit Agreement, the Articles of Association and the provisions of the Deposited Securities, to vote, or cause the Custodian to vote, the Deposited Securities (in person or by proxy) represented by such Holder’s ADSs as follows: (a) in the event voting takes place at a shareholders’ meeting by a show of hands, the Depositary will instruct the Custodian to vote all Deposited Securities in accordance with the voting instructions received timely from a majority of Holders of ADSs who provided voting instructions, and (b) in the event voting takes place at a shareholders’ meeting by poll, the Depositary will instruct the Custodian to vote the Deposited Securities in accordance with the voting instructions timely received from the Holders of ADSs. If voting is by poll and the Depositary does not receive voting instructions from a Holder as of the ADS Record Date on or before the date established by the Depositary for such purpose, such Holder shall be deemed, and the Depositary shall deem such Holder, to have instructed the Depositary to give a discretionary proxy to a person designated by the Company to vote the Deposited Securities; provided, however, that no such discretionary proxy shall be given by the Depositary with respect to any matter to be voted upon as to which the Company informs the Depositary that (a) the Company does not wish such proxy to be given, (b) substantial opposition exists, or (c) the rights of holders of Deposited Securities may be adversely affected.
Deposited Securities represented by ADSs for which no timely voting instructions are received by the Depositary from the Holder shall not be voted (except (a) in the case voting is by show of hands, in which case the Depositary will instruct the Custodian to vote all Deposited Securities in accordance with the voting instructions received from a majority of Holders of ADSs who provided timely voting instructions, and (b) as otherwise contemplated in the Deposit Agreement). Neither the Depositary nor the Custodian shall under any circumstances exercise any discretion as to voting and neither the Depositary nor the Custodian shall vote, attempt to exercise the right to vote, or in any way make use of, for purposes of establishing a quorum or otherwise, the Deposited Securities represented by ADSs, except pursuant to and in accordance with the voting instructions timely received from Holders or as otherwise contemplated herein. If the Depositary timely receives voting instructions from a Holder which fail to specify the manner in which the Depositary is to vote the Deposited Securities represented by such Holder’s ADSs, the Depositary will deem such Holder to have instructed the Depositary to vote in favor of the items set forth in such voting instructions.
Please indicate on the reverse side hereof how the Deposited Securities are to be voted.
The Voting Instructions must be marked, signed and returned on time in order to be counted.
By signing on the reverse side hereof, the undersigned represents to the Depositary and the Company that the undersigned is duly authorized to give the voting instructions contained therein.
Special Resolution
| Special Resolution 1: | It was resolved as a special resolution that the name of the Company is changed from “AiHuiShou International Co. Ltd.” to “ATRenew Inc.” |
The Company has informed the Depositary that the Board of Directors of the Company recommends a vote “FOR” the proposals.
| A | Issues | AiHuiShou International Co. Ltd. |
| For | Against | Abstain | ||||
| Special Resolution 1 | ☐ | ☐ | ☐ | |||
| B | Authorized Signatures - Sign Here - This section must be completed for your instructions to be executed. |
If these Voting Instructions are signed and timely returned to the Depositary but no specific direction as to voting is marked above as to an issue, the undersigned shall be deemed to have directed the Depositary to give Voting Instructions “FOR” the unmarked issue.
If these Voting Instructions are signed and timely returned to the Depositary but multiple specific directions as to voting are marked above as to an issue, the undersigned shall be deemed to have directed the Depositary to give an “ABSTAIN” Voting Instruction for such issue.
Please be sure to sign and date this Voting Instructions Card.
Please sign your name to the Voting Instructions exactly as printed. When signing in a fiduciary or representative capacity, give full title as such. Where more than one owner, each MUST sign. Voting Instructions executed by a corporation should be signed in full name by a duly authorized officer with full title as such.
| Signature 1 - Please keep signature within the line | Signature 2 - Please keep signature within the line | Date (mm/dd/yyyy) | ||
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