UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
15
CERTIFICATION
AND NOTICE OF TERMINATION OF REGISTRATION
UNDER
SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934.
Commission
File Number 001-41271
Evergreen
Corporation
(Exact
name of registrant as specified in its charter)
Lot
1.02, Level 1,
Glo
Damansara, 699,
Jalan
Damansara, Taman Tun Dr Ismail,
60000
Kuala Lumpur, Malaysia
(786)
406-6082
(Address,
including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Class
A Ordinary Shares, par value $0.0001 per share
Warrants
to purchase one Class A Ordinary Share
Units
comprised of Ordinary Shares and Warrants
(Title
of each class of securities covered by this Form)
None
(Titles
of all other classes of securities for which a duty to file reports under section 13(a) or 15(d) remains)
Please
place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
| Rule
12g-4(a)(1) |
|
☒ |
| Rule
12g-4(a)(2) |
|
☐ |
| Rule
12h-3(b)(1)(i) |
|
☒ |
| Rule
12h-3(b)(1)(ii) |
|
☐ |
| Rule
15d-6 |
|
☐ |
Approximate
number of holders of record as of the certification or notice date: One
|
On
July 11, 2025, the board of directors of Evergreen Corporation (the “Company”) unanimously approved amongst other items,
the termination of the Company’s business as a special purpose acquisition company and cease all operations except the winding
up of the Company’s operations (the “Termination of Business”); the de-registration of the Company’s securities
with the Securities and Exchange Commission (the “De-Registration”); the de-listing of the Company’s securities
from its current trading market (the “De-Listing”); the liquidation of the trust account established by the Company upon
the consummation of the IPO; the redemption of the outstanding the Company’s Class A ordinary shares, par value US$0.0001 per
share, sold in the Company’s initial public offering (“IPO”) that remained outstanding (the “Public Shares”)
(the “Trust Liquidation”); the cancelation of the warrants issued by the Company in the IPO (the “Warrant Cancellation”);
the cancellation of the private placement units held by Evergreen LLC (the “Sponsor”) (the “Sponsor Cancellation”);
and to commence its voluntarily liquidation of the Company upon completion of all the above / other steps. The Board also determined
to cease the operations of its audit and compensation committees and the surrender by the Company’s sponsor of its 2,874,999
Class B ordinary founders shares for no consideration. |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has caused this certification/notice to be signed
on its behalf by the undersigned duly authorized person.
Date:
August 15, 2025
| By: |
/s/
Liew Choon Lian |
|
| Name: |
Liew
Choon Lian |
|
| Title: |
Chief
Executive Officer |
|
