Form 6-K

 

 

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 001-39354

 

 

Quhuo Limited

(Exact name of registrant as specified in its charter)

 

 

3rd Floor, Block D, Tonghui Building

No. 1132 Huihe South Street, Chaoyang District

Beijing, People’s Republic of China

(+86-10) 5338 4963

(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):  ☐

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

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):  ☐

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

 

 


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 hereunto duly authorized.

 

    Quhuo Limited
Date:  

September 24, 2021

  By:  

/s/ Leslie Yu

      Name:   Leslie Yu
      Title:     Chairman and Chief Executive Officer


EXHIBIT INDEX

 

Exhibit
Number

  

Description

99.1    Press Release
99.2    Notice of Annual General Meeting
99.3    Form of Proxy for Annual General Meeting
99.4    Voting Instruction Card to Registered Holders of American Depositary Receipts
EX-99.1

Exhibit 99.1

Quhuo to Hold 2021 Annual General Meeting on October 29, 2021

BEIJING, 23, 2021 — Quhuo Limited (“Quhuo” or the “Company”) (NASDAQ: QH), a leading tech-enabled workforce operational solution platform in China, today announced that it will hold its 2021 annual general meeting of shareholders at 3rd Floor, Block D, Tonghui Building, No. 1132 Huihe South Street, Chaoyang District, Beijing 100020, The People’s Republic of China on October 29, 2021, at 10:00 a.m. (local time).

The proposals to be submitted for shareholders’ approval at the annual general meeting include (1) the ratification of the appointment of Ms. Wenting Ji as a director of the board of directors of the Company (the “Board”), and (2) the ratification of the appointment of Ernst & Young Hua Ming LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2021. The Board has fixed September 24, 2021 as the record date (the “Record Date”) for determining the shareholders entitled to receive notice of the annual general meeting 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 the annual general meeting and any adjournment or postponement thereof in person.

About Quhuo

Quhuo Limited (NASDAQ: QH) is a leading workforce operational solution platform in China. Quhuo provides tech-enabled, end-to-end operational solutions to blue-chip on-demand consumer service businesses in industries with significant e-commerce exposure, primarily including on-demand delivery, mobility services, housekeeping and accommodation. Quhuo’s platform helps its industry customers mobilize a large team of workers and utilizes a combination of training, performance monitoring and refinement, and incentives to transform them into skilled workers who can follow industry-specific, standardized and highly efficient service procedures. Within the on-demand consumer service ecosystem, the Company plays a unique and indispensable role as the link between consumer service businesses and the end consumers to enable the delivery of goods, services and experiences to consumers.

For more information about Quhuo, please visit https://ir.quhuo.cn/.

For investor and media inquiries, please contact:

Quhuo Limited

Annia Sun

E-mail: ir@meishisong.cn

Christensen

In China

Mr. Eric Yuan

Phone: +86-13801110739

E-mail: Eyuan@christensenir.com

In US

Ms. Linda Bergkamp

Phone: +1-480-614-3004

E-mail: lbergkamp@christensenir.com

EX-99.2

Exhibit 99.2

Quhuo Limited

(Incorporated in the Cayman Islands with limited liability)

(NASDAQ: QH)

NOTICE OF ANNUAL GENERAL MEETING

to Be Held on October 29, 2021

(or any adjourned or postponed meeting thereof)

NOTICE IS HEREBY GIVEN that an Annual General Meeting (“AGM”) of Quhuo Limited (the “Company”) will be held at 3rd Floor, Block D, Tonghui Building, No. 1132 Huihe South Street, Chaoyang District, Beijing 100020, The People’s Republic of China on October 29, 2021 at 10:00 a.m. (local time), and at any adjourned or postponed meeting thereof, for the following purposes:

To consider and, if thought fit, pass the following ordinary resolutions:

 

  1.

To ratify the appointment of Ms. Wenting Ji as a director of the board of directors of the Company (the “Board”). The biography of Ms. Ji is included in the Exhibit A attached hereto; and

 

  2.

To ratify the appointment of Ernst & Young Hua Ming LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021.

The Board has provided the following resolutions for approval by the Company’s shareholders:

RESOLVED THAT the appointment of Ms. Wenting Ji as a director of the Board be, and hereby is, ratified;

RESOLVED THAT the appointment of Ernst & Young Hua Ming LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021 be, and hereby is, ratified.

The Board has fixed the close of business on September 24, 2021 as the record date (the “Record Date”) for determining the shareholders entitled to receive notice of and to vote at the AGM or any adjourned or postponed meeting thereof. The Board recommends the shareholders to vote FOR the resolutions.

The Company’s ordinary shares are divided into Class A ordinary shares and Class B ordinary shares. In respect of the matters requiring shareholders’ vote at the AGM, each Class A ordinary share is entitled to one vote, and each Class B ordinary share is entitled to 15 votes. Shares underlying the Company’s American depositary shares (“ADSs”) are Class A ordinary shares. Each ADS represents one Class A ordinary share.

Voting by Holders of Ordinary Shares

Holders of record of the Company’s Class A and Class B ordinary shares at the close of business on the Record Date are entitled to vote at the AGM and any adjourned or postponed meeting thereof and are cordially invited to attend the AGM in person. Your vote is important. If you cannot attend the AGM in person, you are urged to complete, sign, date and return the accompanying proxy form as promptly as possible. We must receive the proxy form no later than the time appointed for the AGM to ensure your representation at such meeting. Please refer to the proxy form, which is attached to and made a part of this notice.


Voting by Holders of ADSs

Holders of ADSs who wish to exercise their voting rights for the underlying Class A shares must act through Deutsche Bank Trust Company Americas, the depositary of the Company’s ADS program (the “Depositary”), by submitting a Voting Instruction Card to the Depositary. We have instructed the Depositary to provide to all ADS holders a Voting Instruction Card and a Notice of Meeting providing to ADS holders information contained in this notice of AGM and a statement and instructions as to voting by ADS holders. If you wish to have the Depositary, through its nominee or nominees, vote the Class A ordinary shares represented by your ADSs, please execute and timely forward the Voting Instruction Card sent to you by the Depositary in accordance with the instructions provided by the Depositary. A postage-paid return envelope may be provided to you for this purpose. The Voting Instruction Card should be executed in such a manner as to show clearly how you wish to vote in regard to each matter to be considered at the AGM. Please note that if you do not timely provide the Depositary with voting instructions with regard to a matter, you will be deemed to have granted a discretionary proxy to a person designated by the Company with respect to such matter with regard to the Class A ordinary shares represented by your ADSs if the Company (i) timely requests such a proxy, (ii) reasonably does not know of any material opposition to such matter, and (iii) confirms that such matter is not materially adverse to the interests of shareholders. The Voting Instruction Card must be forwarded in sufficient time to reach the Depositary before 10:00 a.m. (Eastern Daylight Time), October 22, 2021. Only the registered holders of record at the close of business on September 24, 2021 will be entitled to execute the Voting Instruction Card.

Shareholders may obtain an electronic copy of the Company’s annual report, free of charge, from the Company’s website at https://ir.quhuo.cn/. For a hard copy, shareholders may contact the Company via telephone number (86-10) 5338-4963, or via email to ir@meishisong.cn.

 

By Order of the Board of Directors,

/s/ Leslie Yu

Leslie Yu
Chairman

Beijing, September 23, 2021


Exhibit A

Biography of Ms. Wenting Ji (“Ms. Ji”)

Ms. Wenting Ji has served as our chief financial officer since January 2019. She also served as our director from August 2019 to July 2020. Prior to joining us, Ms. Ji held the position of chief financial officer at Delsk Group from July 2017 to December 2018. Ms. Ji served as the vice president of finance at Yoyi Digital from January 2012 to July 2017. From May 2007 to January 2012, Ms. Ji served as the financial reporting director at Fang Holdings Limited (NYSE: SFUN). Ms. Ji received her bachelor’s and master’s degree in economics from Nankai University in 1996 and 1999, respectively. Ms. Ji has been a member of the Chinese Institute of Certified Public Accountants since 2005 and a member of the Association of Chartered Certified Accountants since 2007.

EX-99.3

Exhibit 99.3

Quhuo Limited

(Incorporated in the Cayman Islands with limited liability)

(NASDAQ: QH)

FORM OF PROXY FOR ANNUAL GENERAL MEETING

(or any adjourned or postponed meeting thereof)

to Be Held on October 29, 2021

Introduction

This Form of Proxy is furnished in connection with the solicitation by the Board of Directors (the “Board”) of Quhuo Limited, a Cayman Islands company (the “Company”), of proxies from the holders of the issued and outstanding Class A and Class B ordinary shares of the Company, par value US$0.0001 per share (collectively, the “Ordinary Shares”) to be exercised at the Annual General Meeting of the Company (the “AGM”) to be held at 3rd Floor, Block D, Tonghui Building, No. 1132 Huihe South Street, Chaoyang District, Beijing 100020, The People’s Republic of China on October 29, 2021 at 10:00 a.m. (local time), and at any adjourned or postponed meeting thereof, for the purposes set forth in the accompanying Notice of Annual General Meeting (the “AGM Notice”). This Form of Proxy and the accompanying AGM Notice are first being mailed to the shareholders of the Company on or about October 7, 2021.

Only the holders of record of the Ordinary Shares at the close of business on September 24, 2021 (the “Record Date”) are entitled to notice of and to vote at the AGM. In respect of the matters requiring shareholders’ vote at the AGM, each Class A ordinary share is entitled to one vote, and each Class B ordinary share is entitled to 15 votes. Shares underlying the Company’s American depositary shares (“ADSs”) are Class A ordinary shares. Each ADS represents one Class A ordinary share. Holders of ADSs who wish to exercise their voting rights for the underlying Class A shares must act through Deutsche Bank Trust Company Americas, the depositary of the Company’s ADS program. As of the close of business on the Record Date, we expect that 46,097,880 Class A ordinary shares (including Class A ordinary shares underlying ADSs) and 6,296,630 Class B ordinary shares are outstanding.

The quorum of the AGM is one or more shareholders entitled to vote and present in person or by proxy or (in the case of a shareholder being a corporation) by its duly authorized representative representing not less than one-third of all votes attaching to the total issued voting shares in the Company throughout the AGM.

Ordinary Shares represented by all properly executed proxies returned to the Company will be voted at the AGM 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 chairperson of the AGM acts as proxy and is entitled to exercise the chairperson’s discretion, the chairperson has indicated the chairperson will vote the shares FOR the resolutions. As to any other business that may properly come before the AGM, 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 AGM. However, if any other matter properly comes before the AGM, or any adjourned or postponed meeting thereof, which may properly be acted upon, unless otherwise indicated, the proxies solicited hereby will vote 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 at the offices of Maples Corporate Services Limited at PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands, with a copy delivered to its principal executive offices at 3rd Floor, Block D, Tonghui Building, No. 1132 Huihe South Street, Chaoyang District, Beijing 100020, The People’s Republic of China or (ii) by voting in person at the AGM.


To be valid, this Form of Proxy must be completed, signed and returned to the Company’s principal executive offices (to the attention of: Wenting Ji) at 3rd Floor, Block D, Tonghui Building, No. 1132 Huihe South Street, Chaoyang District, Beijing 100020, The People’s Republic of China as soon as possible so that it is received by the Company not less than 48 hours before the time appointed for holding the AGM.


QUHUO LIMITED

(Incorporated in the Cayman Islands with limited liability)

(NASDAQ: QH)

FORM OF PROXY FOR ANNUAL GENERAL MEETING

to Be Held on October 29, 2021

(or any adjourned or postponed meeting thereof)

I/We                                                                                                  [insert name] of                                                                                                               [insert address] being the registered holder of                                                                           Class          ordinary shares 1, par value US$0.0001 per share, of Quhuo Limited (the “Company”) hereby appoint the Chairperson of the Annual General Meeting (the “Chairperson”) 2 or                                                                                                        of                                                                                                            as my/our proxy to attend and act for me/us at the Annual General Meeting (or at any adjourned or postponed meeting thereof) of the Company to be held at 3rd Floor, Block D, Tonghui Building, No. 1132 Huihe South Street, Chaoyang District, Beijing 100020, The People’s Republic of China, and in the event of a poll, to vote for me/us as indicated below, or if no such indication is given, in his or her discretion 3.

 

RESOLUTION:    The ordinary resolution as set out in the Notice of Annual General Meeting regarding the appointment of Ms. Wenting Ji as a director of the board of directors of the Company.
☐ FOR    ☐ AGAINST    ☐ ABSTAIN
RESOLUTION:    The ordinary resolution as set out in the Notice of Annual General Meeting regarding the appointment of Ernst & Young Hua Ming LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021.
☐ FOR    ☐ AGAINST    ☐ ABSTAIN

 

Dated                                                          , 2021

  

Signature(s)4                                                              

 

  1.

Please insert the number and class of shares registered in your name(s) to which this proxy relates. If no number or class is inserted, this Form of Proxy will be deemed to relate to all the shares in the Company registered in your name(s).

  2.

If any proxy other than the Chairperson is preferred, strike out the words “the Chairperson of the Annual General Meeting” and insert the name and address of the proxy desired in the space provided. A shareholder may appoint one or more proxies to attend and vote in his or her stead. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALED BY THE PERSON(S) WHO SIGN(S) IT.

  3.

IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK THE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING ON THE RESOLUTION, TICK THE BOX MARKED “ABSTAIN”. The Ordinary Shares represented by all properly executed proxies returned to the Company will be voted at the AGM as indicated or, if no instruction is given, the proxy will vote the shares in his or her 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 Chairperson acts as proxy and is entitled to exercise her discretion, she has indicated her intent to vote the shares FOR the resolutions. As to any other business that may properly come before the AGM, all properly executed proxies will be voted by the persons named therein in accordance with their discretion. Your proxy will also be entitled to vote or abstain at his or her discretion on any amendment to the resolution referred to in the AGM Notice which has been properly put to the AGM.


  4.

This Form of Proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either executed under the hand of an officer or attorney duly authorized to sign the same.

EX-99.4

Exhibit 99.4

LOGO

ANNUAL QUHUO GENERAL MEETING LIMITED OF SHAREHOLDERS OF PROXY October VOTING 29, INSTRUCTIONS 2021 INTERNET - Access “www.voteproxy.com” and follow the on-screen instructions or scan the QR code with your smartphone. Have your proxy card available when you access the web page. TELEPHONE - Call toll-free 1-800-PROXIES (1-800-776-9437) in the United States or 1-718-921-8500 from foreign countries from any touch-tone telephone and follow the instructions. Have your proxy card available when you call. COMPANY NUMBER Vote online/phone until 10:00 AM EST on October 22, 2021. MAIL - Sign, date and mail your proxy card in the envelope provided so that your vote is received before 10:00 AM EST on ACCOUNT NUMBER October 22, 2021. ADD YOUR EMAIL ADDRESS ONLINE - Add your email address to your online account at AST for 24/7 access to your account and enroll in eConsent to receive future materials electronically. Update your account today at: www.astfinancial.com/login (see reverse side for instructions) or provide us with your email address in the section entitled “ELECTRONIC SHAREHOLDER COMMUNICATIONS” at the bottom right side of this card or on the reverse side to receive future materials electronically when available. ------------------ Please detach along perforated line and mail in the envelope provided IF you are not voting via telephone or the Internet. ---------------- 00030300000000000000 Resolutions presented 8 for consideration by the Annual General Meeting of Shareholders 102921 on October 29, 2021. THE BOARD RECOMMENDS A VOTE FOR PROPOSALS 1 AND 2. PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE x FOR AGAINST ABSTAIN 1. The ordinary resolution as set out in the Notice of Annual General Meeting regarding the appointment of Ms. Wenting Ji as a director of the board of directors of the Company. 2. The ordinary resolution as set out in the Notice of Annual General Meeting regarding the appointment of Ernst & Young Hua Ming LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021. JOHN SMITH 1234 MAIN STREET APT. 203 NEW YORK, NY 10038 instead Electronic of hard Shareholder copy shareholder Communications communications. Please Register join the online growing at astfinancial. number of com shareholders or supply who your receive email address emails To change the address on your account or to add the email, please check the box at right. below. Please indicate your new address in the address space above. Please note that changes to the registered name(s) on the account may not be submitted via this method. Signature of Shareholder Date: Signature of Shareholder Date: Note: title Please as such. sign exactly If the signer as your is a name corporation, or names please appear sign on full this corporate Proxy. When name shares by duly are authorized held jointly, officer, each giving holder full should title as sign. such. When If signer signing is a as partnership, executor, please administrator, sign in attorney, partnership trustee name or by guardian, authorized please person. give full


LOGO

ANNUAL GENERAL MEETING OF SHAREHOLDERS OF QUHUO LIMITED October 29, 2021 Please sign, date and mail your proxy card in the envelope provided so that your vote is received on or before 10:00 AM EST on October 22, 2021. ------------------ Please detach along perforated line and mail in the envelope provided. ---------------- 00030300000000000000 Resolutions presented 8 for consideration by the Annual General Meeting of Shareholders 102921 on October 29, 2021. THE BOARD RECOMMENDS A VOTE FOR PROPOSALS 1 AND 2. x PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE 4. Election of the board of directors. FOR AGAINST ABSTAIN 1. The ordinary resolution as set out in the Notice of Annual General Meeting NOMINEES: regarding the appointment of Ms. Wenting Ji as a director of the board of FOR ALL NOMINEES O Vasiliev __________ directors of the Company. O Nikolay Mikhail Borisovich O Timur Arkadievich Geller __________ 2. The ordinary resolution as set out in the Notice of Annual General Meeting WITHHOLD AUTHORITY Rafkatovich Goryayev __________ regarding the appointment of Ernst & Young Hua Ming LLP as the FOR ALL NOMINEES O Roman Kasimovich Ishbulatov __________ Company’s independent registered public accounting firm for the fiscal O Johan Grietsen Hendrik Vreeman __________ year ending December 31, 2021. FOR (See ALL instructions EXCEPT below) O Jochan Ralf Wermuth __________ O Christophe Clave __________ O Alexander Yurievich Petrov __________ O Reinhold Schlensok __________ O Elena Nititichna Suslova __________ INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark “FOR ALL EXCEPT” and fill in the circle next to each nominee you wish to withhold, as shown here: ( ) To cumulate your vote for one or more of the above nominee(s), write the manner in which such votes shall be cumulated in the space to the right of the nominee(s) name(s). If you are cumulating your vote, do not mark the circle. Signature of Shareholder Date: Signature of Shareholder Date: Note: title Please as such. sign exactly If the signer as your is a name corporation, or names please appear sign on full this corporate Proxy. When name shares by duly are authorized held jointly, officer, each giving holder full should title as sign. such. When If signer signing is a as partnership, executor, please administrator, sign in attorney, partnership trustee name or by guardian, authorized please person. give full


LOGO

0 ANNUAL GENERAL MEETING OF SHAREHOLDERS OF QUHUO LIMITED (Continued and to be signed on the reverse side) ADD YOUR EMAIL ADDRESS ONLINE Add your email address to your online account at AST for 24/7 access to your account and enroll in eConsent to receive future materials electronically. Update your account today: For first time users setting up an account, follow the instructions outlined below: Go to www.astfinancial.com/login and click on the words “REGISTER FIRST TIME USERS CLICK HERE” under the Shareholder Central heading button Follow the instructions provided to set up your account which will include providing your e-mail address Once your account has been set up, select the tool bar “Communications” at the top right side of the page Here you need to select “Receive Company Mailings via E-Mail” Next, click on the “Submit” button and any future proxy materials will be sent to you electronically should they be available For existing users updating your account, do the following: Go to www.astfinancial.com/login and click on “LOGIN” button under the Shareholder Central heading Once you access your account, select the tool bar “Communications” at the top right side of the page Here you need to select “Receive Company Mailings via E-Mail” Next, click on the “Submit” button and any future proxy materials will be sent to you electronically should they be available Alternatively you can provide us with your email address in the below section entitled “ELECTRONIC SHAREHOLDER COMMUNICATIONS” to receive future materials electronically when available. Electronic instead below or of on hard Shareholder the copy reverse shareholder side. Communications communications. Please Register join the online growing at astfinancial. number of com shareholders or supply who your receive email address emails 1.1 14475