SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 14, 2019 (August 14, 2019)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
Room 1105 Wing On Plaza, 62 Mody Road, Tsim Sha Tsui, Kowloon, Hong Kong
(Address of Principal Executive Offices)
Registrant’s telephone number: +852 3158 0977
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
|¨||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|¨||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
|¨||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|¨||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading Symbol(s)||Name of each exchange on which registered|
|Common Stock, par value $0.001 per share||TKAT||NYSE American|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
|Item 1.01||Entry into a Material Definitive Agreement.|
On August 14, 2019, our Chief Executive Officer, Ms. Fang Mu entered into a consulting agreement with our indirect wholly-owned subsidiary, Takung Cultural Development (Tianjin) Co., Ltd to provide management services, consulting services to clients, administration and human resources management and financial and accounting management services. In consideration for her services, Ms. Mu will be paid RMB 3,000 (approximately $426) per month on an after-tax basis and be reimbursed for all incidental expenses. The term of her engagement will be for an initial period of one year beginning August 14, 2019 through August 13, 2020 and will automatically renew for successive one (1) year periods unless terminated by either party. The consulting agreement was approved by our Audit Committee on August 12, 2019.
The foregoing description of the principal terms of the consulting agreement is a general description only, does not purport to be complete, and is qualified in its entirety by reference to the terms of the employment agreement attached hereto as Exhibits 10.1, which are incorporated herein by this reference.
|Item 9.01||Financial Statements and Exhibits.|
|Exhibit 10.1||Consulting Agreement between Ms. Fang Mu and Takung Cultural Development (Tianjin) Co., Ltd dated August 14, 2019.|
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 hereunto duly authorized.
|Takung Art Co., Ltd|
|Date: August 14, 2019|
/s/ Fang Mu
|Name: Fang Mu|
|Title: Chief Executive Officer|
This agreement is signed on 14 August 2019 between Takung Cultural Development (Tianjin) Co. Ltd (“Party A”), a company incorporated in Tianjin China accordance to the Laws and Regulations in People’s Republic of China with registered address at Room 1702,1703, 1706 & 1707 of Hong Jun Building, Bei Chen, Tianjin, China and Fang Mu (“Party B”),
Terms and conditions 合同条款；
1. Definition 定义
Unless otherwise stated in the agreement, the following definitions are applied in this agreement
(1).“Party A” means Takung Cultural Development (Tianjin) Co. Ltd
(2).,“Party B” means Fang Mu
(3).“Applicable laws ”means effective laws and regulations in the People’s Republic of China;
(4).“Agreement” means the agreement signed between Party A and Party B;
(5).“Foreign currency” means any currencies other than Renminbi;
(6).“Service” means the consultancy services mutually agreed between the two Parties and listed in this agreement;
2. Applied Laws and Language
The agreement is prepared in both English and Chinese. If any language disputes are raised shall refer to Chinese explanations.
The definitions, clauses, terms and conditions applied in this agreement are governed by the laws and regulations of People’s Republic of China;
3. Service Scope 服务范畴
Party B is agreed to provide professional consultancy services in below aspects to Party A.
|-||Managing the business operations|
|-||Providing consulting and services to the clients of the company|
|-||Administration and human resources management|
|-||Financial and accounting management|
4.咨询费用的支付 Payment methods
According to the above defined service areas, with reference to the treatment of Party B's previous party A affiliates, the two parties agreed that Party B's consulting service fee was RMB 30000 per month, which was paid by Party A to Party B's designated bank account on a monthly basis. Party B's expenses for al travel, communications, etc. incurred in providing consulting services are borne by Party A. Party B's consulting service fee is after-tax income, and if it needs to be taxed, the corresponding tax will be borne by Party A
All expenses involved in this contract shall be billed in RMB by bank remittance. All bank charges are borne by Party A. With the consent of Party B, Party A can also entrust others to pay in the appropriate foreign currency. The exchange rate is calculated at the exchange rate on the date of payment.
5. Effectiveness, Completion, Amendment and Termination of the Agreement
The agreement will be effective at 14 August 2019 and will be valid till 13 August 2020. It will be renewed automatically upon due date for 1 year if no objection is raised by any of the Parties
本合同有效期为2019年8月14日起至2020年8 月13日。如果任何一方均无异议, 本合同将在到期日自动延长1年。
During the period, if either Party would like to amend the terms of the agreement, it shall notify the other Party in writing at least 30 days in advance. Upon mutual agreement, the amended terms will be effective once mutually signed
7. Equitable and Credibility 公正和信用
Both Parties agree to give good efforts to ensure the smooth and proper implementation of this agreement. This agreement is expected to be put in action with equitable and no party will do anything which might harm to the other’s interest.
8. Dispute solving 争议的解决
Both parties shall give reasonable efforts to solve any disputes raised friendly.
If any disputes are not able to be solved by discussion, either Party can raise to Local Arbitration Commission and both parties shall respect to the judgment made by the Commission. Any fees incurred shall be borne by the losing party.
For and on behalf of Party A(委托方代表)：Takung Cultural Development (Tianjin) Co. Ltd
/s/ Shuhai Li
Signature and chop
For and on behalf of Party B(受托方代表)：
/s/ Fang Mu
Signature and chop