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ESGL Holdings Ltd. filings, made under the OIO Group name, document foreign-private-issuer reports on Form 6-K, material events, shareholder voting matters, governance, capital structure, and SPAC or security-structure topics.
The filing record includes ordinary-share private placement disclosures under a share purchase agreement, with shares issued pursuant to a Securities Act exemption. The company’s filings also cover operating and financial results, material agreements, and risk-related disclosures connected to its public-company reporting obligations.
OIO Group, formerly ESGL Holdings Limited, has changed its corporate name and Nasdaq ticker symbol from “ESGL” to “OIO,” effective March 10, 2026. Its ordinary shares now trade as “OIO” and its warrants as “OIOWW,” with no changes to share capital, share classes, shareholder rights, or trading mechanics.
The rebranding reflects a strategic shift toward building a portfolio of distinctive operating businesses with strong heritage, engineering capability, and long-term growth potential. As part of this direction, the company is progressing through steps of a proposed business combination with De Tomaso Automobili Holdings Limited, which remains subject to customary closing conditions and approvals and may not be completed.
The company currently operates through Environmental Solutions (Asia) Pte. Ltd. and plans over time to evaluate additional strategic opportunities while emphasizing disciplined capital allocation and sustainable shareholder value creation.
ESGL Holdings Limited reported that it has signed a letter of extension with De Tomaso Automobili Holdings Limited. The two parties agreed to extend the term of their existing share purchase agreement from January 31, 2026 to April 30, 2026.
The extension letter is dated January 31, 2026 and is included as Exhibit 10.1 to this Form 6-K, where the full form of the letter of extension is incorporated by reference for more detail.
ESGL Holdings Limited filed a Form 6-K to highlight a unanimous jury verdict in the U.S. District Court for the Southern District of New York in favor of De Tomaso Automobili Holdings Limited and its owner, Norman Choi.
The jury rejected claims by former CEO Ryan Berris, confirming he held no equity in De Tomaso and had no contractual right to the compensation he alleged, including any bespoke limited edition supercar. The jury also found for De Tomaso on its counterclaims for breach of fiduciary duty and awarded damages.
The verdict resolves previously disclosed litigation and confirms De Tomaso and Mr. Choi have been cleared of all allegations of fraud, dishonesty, or unjust action. ESGL continues to work toward closing its proposed business combination with De Tomaso, which remains subject to Nasdaq approval and customary closing conditions, with no assurance of completion.
ESGL Holdings Limited, through its subsidiary Environmental Solutions (Asia) Pte Ltd, has launched an exploratory Joint Development Program with De Tomaso Automobili to research and develop sustainable advanced automotive materials using carbon nanotubes. The work builds on ESA’s ongoing production of circular multi-walled carbon nanotubes from plastic waste and a prior memorandum of understanding related to a carbon-neutral luxury race circuit in Indonesia.
The program aims to integrate these nanomaterials into high-performance composites for ultra-luxury vehicles, targeting better strength-to-weight ratios, conductivity, durability, and recyclability, with the De Tomaso P72 hypercar serving as a reference platform. The initiative is described as exploratory and subject to definitive agreements, with no binding financial, exclusivity, or commercial commitments at this stage. ESGL and De Tomaso also note that they are progressing through steps of an announced business combination, which may or may not be completed.
ESGL Holdings Limited reported that on December 31, 2025 it entered into a letter of extension with De Tomaso Automobili Holdings Limited. The two parties agreed to extend the term of their existing share purchase agreement from December 31, 2025 to January 31, 2026. This means the deadline for completing or acting under that agreement has been pushed back by one month, giving both sides additional time under the same framework. The letter of extension is included as an exhibit to the report.
ESGL Holdings Limited submitted a Form 6-K to report that it has entered into a non-binding memorandum of understanding with De Tomaso Automobili Holdings Limited and PT Buana Megawisatama. The filing itself does not describe specific financial terms or obligations, but indicates that the parties have agreed on an initial framework to explore a potential business arrangement. The detailed information is contained in a press release dated November 26, 2025, furnished as Exhibit 99.1.
ESGL Holdings Limited reports progress on a previously agreed private placement with accredited investors. Under a January 17, 2025 Share Purchase Agreement, the company may issue up to 37,500,000 ordinary shares at a price of US$0.80 per share. The first closing on January 18, 2025 resulted in the issuance of 375,000 shares for gross proceeds of $300,000.
Between April 23, 2025 and November 21, 2025, additional closings were completed, through which ESGL issued a further 1,500,000 ordinary shares and received aggregate gross proceeds of $1,200,000. The company plans to use approximately 20% of the net proceeds for working capital and approximately 80% for strategic mergers and acquisitions. The shares were sold in a private placement relying on the Section 4(a)(2) exemption under the U.S. Securities Act.
ESGL Holdings Limited reported that on October 31, 2025, it entered into a letter of extension with De Tomaso Automobili Holdings Limited, extending the term of their existing share purchase agreement from October 31, 2025 to December 31, 2025.
The letter of extension is filed as Exhibit 10.1 and incorporated by reference. This keeps the agreement in effect through year-end while the parties continue under the same transaction framework.
ESGL Holdings Limited announced a leadership change. Chief Operating Officer Mr. Lee Meng Seng tendered his resignation for personal reasons, with his last day on October 31, 2025. The company stated there was no disagreement related to operations, policies, or practices.
In the interim, Ms. Lim Kwee Mei, General Manager of subsidiary Environmental Solutions (Asia) Pte. Ltd., will assume COO responsibilities. Ms. Lim brings over 10 years of experience in the waste management and recycling industry and will work closely with CEO Mr. Quek Leng Chuang to ensure a smooth transition. The board of directors is reviewing potential candidates for the permanent COO role and will provide a further update in due course.
ESGL Holdings Limited submitted a Form 6-K to provide investors with its unaudited consolidated financial statements for the six-month period ended June 30, 2025. The filing also includes Management’s Discussion and Analysis of Financial Condition and Results of Operations for that period, giving a narrative explanation of how the business performed and how its financial position evolved. These materials are furnished as Exhibit 99.1, along with related Inline XBRL data files to support electronic analysis.