STOCK TITAN

INLIF holders OK 8.0B Class A shares, BVI move

Shareholders approved a massive increase in INLIF’s authorized share capital, a par value cut, and a planned migration from Cayman to the British Virgin Islands.

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

INLIF Ltd (INLF) reported that shareholders approved all seven proposals at a September 15, 2026 extraordinary general meeting, enabling a major restructuring of its capital and corporate domicile. The authorized share capital will increase from US$350,000, divided into 1,046,875 Class A and 46,875 Class B ordinary shares of par value US$0.32, to US$2,720,000,000, divided into 8,000,000,000 Class A and 500,000,000 Class B ordinary shares of par value US$0.32, creating an additional 7,998,953,125 Class A and 499,953,125 Class B shares.

Shareholders also approved a share capital reorganization to reduce the par value of each authorized ordinary share from US$0.32 to US$0.0001, adoption of new Cayman and then BVI-compliant memoranda and articles, and the Company’s migration from the Cayman Islands to the British Virgin Islands as a BVI business company, subject to required governmental and regulatory consents and filings. Enrome LLP was ratified as independent registered public accounting firm for the year ending December 31, 2026. The meeting achieved quorum under Cayman law and the Company elected to follow Cayman home country practice instead of Nasdaq’s quorum rule.

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Filing Explained

Shareholders approved expanded authorized capacity, but the filing reports no completed issuance and leaves the migration subject to required steps.

Shareholders approved all seven proposals at the September 15, 2026 reconvened meeting after the September 8, 2026 meeting lacked a quorum. The approved capital restructuring expands authorized share capacity, while the broader changes remain subject to their stated sequence, filings, and required governmental or regulatory consents.

The capital resolution concerns additional shares authorized in the company’s governing documents. The filing does not report that those shares were issued or sold, or that they generated proceeds, so the disclosed change is capacity rather than a completed financing.

INLIF says it will file the seventh amended and restated memorandum and articles with the Cayman Islands Registrar, while the migration to the British Virgin Islands remains tied to the specified approvals, consents, and filings.

Authorized share capital before increase US$350,000 Divided into 1,046,875 Class A and 46,875 Class B ordinary shares of par value US$0.32
Authorized share capital after increase US$2,720,000,000 Divided into 8,000,000,000 Class A and 500,000,000 Class B ordinary shares of par value US$0.32
Additional authorized shares created 7,998,953,125 Class A; 499,953,125 Class B Resulting from the Share Capital Increase
Par value change per ordinary share from US$0.32 to US$0.0001 Share Capital Reorganization of authorized ordinary shares
Class A ordinary shares outstanding at record date 1,046,390 shares Outstanding and entitled to vote as of July 27, 2026
Class B ordinary shares outstanding at record date 43,908 shares Outstanding and entitled to vote as of July 27, 2026; 20 votes per share
Votes for Proposal No. 1 (total) 942,386.30 votes for; 2,151.90 against; 1,802.30 abstain Combined Class A and Class B Ordinary Shares voting together
Meeting time and date 9:30 a.m. U.S. Eastern Time, September 15, 2026 Extraordinary General Meeting held in Quanzhou, China
Share Capital Increase financial
"To approve, by ordinary resolution, the increase of the authorized share capital"
Share Capital Reorganization financial
"To approve, by special resolution, the reduction of the par value"
Migration regulatory
"the continuation into the British Virgin Islands as a BVI business company (the “Migration”)"
BVI business company regulatory
"its continuation into the British Virgin Islands as a BVI business company"
A BVI Business Company is a legal entity formed under British Virgin Islands law that acts like a lightweight, flexible corporate container for holding assets, running operations, or owning subsidiaries. Investors care because it offers limited liability, simple setup, and tax-neutral treatment—similar to using a safe, portable box for investments—while also raising questions about transparency, regulatory oversight, and cross-border compliance that can affect risk and valuation.
Companies Act (Revised) of the Cayman Islands regulatory
"subject to compliance with Sections 14, 14A, and 14B of the Companies Act (Revised)"
home country practice regulatory
"the Company elected to follow home country practice in the Cayman Islands"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did INLF shareholders approve at the September 15, 2026 extraordinary general meeting?

Shareholders approved all seven proposals, including a Share Capital Increase, a share capital reorganization lowering par value, adoption of new memoranda and articles of association, a planned migration to the British Virgin Islands, auditor ratification, and an adjournment authorization.

How much did INLF (INLF) increase its authorized share capital?

Authorized share capital will increase from US$350,000, divided into 1,046,875 Class A and 46,875 Class B shares of par value US$0.32, to US$2,720,000,000, divided into 8,000,000,000 Class A and 500,000,000 Class B shares of par value US$0.32.

What share capital reorganization did INLF (INLF) approve?

Shareholders approved reducing the par value of each authorized ordinary share from US$0.32 to US$0.0001, through steps described in the explanatory statement, and authorized the Board to take actions necessary or advisable to effect this change, subject to Cayman Islands Companies Act requirements.

Is INLIF Limited changing its place of incorporation?

Shareholders approved, by special resolution, the Company’s deregistration in the Cayman Islands and continuation into the British Virgin Islands as a BVI business company, with adoption of a BVI-compliant memorandum and articles, subject to all necessary governmental and regulatory consents and filings.

What were INLF’s outstanding voting shares at the record date for the meeting?

At the July 27, 2026 record date, there were outstanding and entitled to vote 1,046,390 Class A ordinary shares, each with one vote, and 43,908 Class B ordinary shares, each with twenty votes, together forming the Ordinary Shares entitled to vote at the meeting.

Who is INLF’s independent registered public accounting firm for 2026?

Shareholders ratified Enrome LLP as INLIF Limited’s independent registered public accounting firm for the fiscal year ending December 31, 2026, by ordinary resolution approved at the extraordinary general meeting.

How did INLF handle quorum requirements for the extraordinary general meeting?

The reconvened meeting reached quorum under Article 11.2(b) of the Company’s Cayman memorandum and articles, with Class A and Class B shares counted together, and INLF elected to follow home country practice in the Cayman Islands instead of Nasdaq Listing Rule 5620(c) for quorum.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates

 

 

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 2026

 

Commission File Number: 001-42456

 

INLIF LIMITED

 

No. 88, Hongsi Road
Yangxi New Area, Honglai Town
Nan’an City, Quanzhou
The 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 of Form 20-F or Form 40-F.

 

Form 20-F            Form 40-F

 

 

 

 

 

Results of INLIF LIMITED’s 2026 Extraordinary General Meeting of Shareholders

 

The 2026 Extraordinary General Meeting of Shareholders (the “Meeting”) of INLIF LIMITED (the “Company”) was held at No. 88, Hongsi Road, Yangxi New Area, Honglai Town, Nan’an City, Quanzhou, the People’s Republic of China, on Tuesday, September 15, 2026 at 9:30 a.m. EST. The Meeting was the reconvening of the Company’s extraordinary general meeting originally convened at the same time and place on September 8, 2026 (the “Original Meeting”), which was adjourned for lack of a quorum.

 

At the close of business on July 27, 2026, the record date for determining the holders of Ordinary Shares entitled to vote at the Meeting, there were outstanding and entitled to vote 1,046,390 Class A ordinary shares, par value $0.32 per share and carrying one (1) vote each share (the “Class A Ordinary Shares”), and 43,908 Class B ordinary shares, par value $0.32 per share and carrying twenty (20) votes each share (the “Class B Ordinary Shares,” and together with the Class A Ordinary Shares, the “Ordinary Shares”).

 

Under the Company’s currently effective sixth (6th) amended and restated memorandum and articles of association (the “Current M&A”), the quorum for the Meeting is one or more holders representing not less than one-third (1/3) of the outstanding Ordinary Shares carrying the right to vote at the Meeting, present in person or by proxy or, in the case of a corporation or other non-natural person, by its duly authorized representative or proxy. For this purpose, the Class A Ordinary Shares and the Class B Ordinary Shares are counted together in determining whether a quorum is present.

 

The Current M&A further provide that, if a quorum is not present within 15 minutes after the time appointed for a meeting, the meeting stands adjourned to the same time and place seven (7) days later. If a quorum is still not present within 15 minutes after the time appointed for the adjourned meeting, the shareholders then present in person or by proxy constitute a quorum, even if they represent less than one-third (1/3) of the outstanding Ordinary Shares.

 

The holders of 68,181 Class A Ordinary Shares and 43,908 Class B Ordinary Shares were represented in person or by proxy at the reconvened Meeting, which constituted a quorum for the Meeting in accordance with Article 11.2(b) of the Current M&A and applicable Cayman Islands law. In this respect, the Company was following home country practice in the Cayman Islands in lieu of satisfying the quorum-related requirements of Nasdaq Listing Rule 5620(c).

 

Capitalized terms not otherwise defined herein have the meaning given to them in the notice of the Meeting and the accompanying explanatory statement, as amended (the “Meeting Notice”), which were filed as exhibits to the Company’s Current Report on Form 6-K with the U.S. Securities and Exchange Commission on August 14, 2026 (File No. 001-42456).

 

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At the Meeting, the shareholders of the Company approved and adopted the following resolutions:

 

Proposal No. 1. to increase, by ordinary resolution, the authorized share capital of the Company from: US$350,000 divided into 1,046,875 class A ordinary shares of par value of US$0.32 each and 46,875 class B ordinary shares of par value of US$0.32 each, to: US$2,720,000,000 divided into 8,000,000,000 class A ordinary shares of par value of US$0.32 each and 500,000,000 class B ordinary shares of par value of US$0.32 each (the “Share Capital Increase”);

 

Proposal No. 2. to adopt, by special resolution and subject to and immediately following the Share Capital Increase being effected, by the Company the seventh (7th) amended and restated memorandum and articles of association substantially in the form attached as Exhibit A to the Meeting Notice, to (i) reflect the Share Capital Increase, (ii) amend Article 11.1(b), and (iii) incorporate certain housekeeping changes;

 

Proposal No. 3. to reduce, by special resolution, subject to and immediately following the Share Capital Increase being effected and further subject to compliance with all further applicable requirements under sections 14, 14A and 14B of the Companies Act (Revised) of the Cayman Islands, the par value of each authorized Ordinary Share of the Company from US$0.32 to US$0.0001 through certain specific steps described in further detail in the Explanatory Statement accompanying the Notice of this Meeting and to authorize the board of directors of the Company (the “Board of Directors”) to take all actions necessary or advisable to effect such change (the “Share Capital Reorganization”);

 

Proposal No. 4. to adopt, by special resolution and subject to and immediately following the Share Capital Reorganization being effected, by the Company an amended and restated memorandum and articles of association in substitution for, and to the entire exclusion of, the Company’s then existing memorandum and articles of association, to reflect the Share Capital Reorganization;

 

Proposal No. 5. to adopt, by special resolution and subject to all necessary governmental and regulatory consents: (a) the deregistration of the Company as an exempted company under the laws of the Cayman Islands and the continuation of the Company into the British Virgin Islands as a BVI business company under the laws of the BVI (“Migration”), and the authorization to any director of the Company (a “Director”) to sign (i) the voluntary declaration for and on behalf of the Company (which shall also be sworn by a Director) including a statement of the Company’s assets and liabilities as required by the Companies Act (Revised) of the Cayman Islands; (ii) as the Company has no secured creditors, an undertaking that the Company has no secured creditors; (iii) a notice of the Company’s proposed registered office address in the British Virgin Islands, each in connection with the Company’s application to the Registrar of Companies of the Cayman Islands for the Migration; (b) the adoption, conditional upon and with immediate effect from the Migration, of a memorandum and articles of association compliant with the laws of the BVI (“BVI MAA”), substantially in the form attached as Exhibit B to Meeting Notice, in substitution and replacement in their entirety of the Company’s then existing amended and restated memorandum and articles of association; and (c) the authorization of the Board of Directors and any Director or officer of the Company to take all actions, execute all documents and make all filings as they may deem necessary or desirable to effect the Migration, including without limitation, finalizing and making any changes to the BVI MAA as may be necessary to effect the Migration.

 

Proposal No. 6. to ratify, by ordinary resolution, the appointment of Enrome LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026; and

 

Proposal No. 7. to adjourn the Meeting, by ordinary resolution, to a later date or dates or sine die, if necessary.

 

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The voting results for each proposal considered at the Meeting, reflecting the votes cast by the Class A Ordinary Shares and the Class B Ordinary Shares voting together, were as follows:

 

Proposal  Class of Issue  For   Against   Abstain 
   Class A Ordinary Shares   64,226.30    2,151.90    1,802.30 
   Class B Ordinary Shares   878,160.00    0    0 
No. 1  Total   942,386.30    2,151.90    1,802.30 
   Class A Ordinary Shares   64,106.60    2,175.00    1,899.00 
   Class B Ordinary Shares   878,160.00    0    0 
No. 2  Total   942,266.60    2,175.00    1,899.00 
   Class A Ordinary Shares   65,399.90    975.70    1,805.00 
   Class B Ordinary Shares   878,160.00    0    0 
No. 3  Total   943,559.90    975.70    1,805.00 
   Class A Ordinary Shares   65,401.80    976.40    1,802.30 
   Class B Ordinary Shares   878,160.00    0    0 
No. 4  Total   943,561.80    976.40    1,802.30 
   Class A Ordinary Shares   64,409.90    1,968.40    1,802.30 
   Class B Ordinary Shares   878,160.00    0    0 
No. 5  Total   942,569.90    1,968.40    1,802.30 
   Class A Ordinary Shares   65,472.40    809.20    1,899.00 
   Class B Ordinary Shares   878,160.00    0    0 
No. 6  Total   943,632.40    809.20    1,899.00 
   Class A Ordinary Shares   64,568.60    1,708.70    1,903.40 
   Class B Ordinary Shares   878,160.00    0    0 
No. 7  Total   942,728.60    1,708.70    1,903.40 

 

Press Release Announcing the Voting Results

 

On September 16, 2026, the Company issued a press release announcing the voting results of the Meeting. A copy of the press release, entitled “INLIF LIMITED Announces Results of Extraordinary General Meeting of Shareholders”, is attached hereto as Exhibit 99.1.

 

Filing of the Seventh (7th) Amended and Restated Memorandum and Articles of Association

 

The Company will file the Seventh (7th) Amended and Restated Memorandum and Articles of Association with the Registrar of Companies in the Cayman Islands to reflect the Share Capital Increase in accordance with the requirements under Cayman Islands law. A copy of the Seventh (7th) Amended and Restated Memorandum and Articles of Association is attached to this Report as Exhibit 3.1.

 

Incorporation By Reference

 

This report, including the exhibits included hereto, shall be deemed to be incorporated by reference into: (i) the Company’s shelf registration statement on Form F-3, as amended (File No. 333-292580) (the “Registration Statement”), which Registration Statement was declared effective by the SEC on January 12, 2026, and (ii) the Company’s registration statement on Form S-8 (File No. 333-289640), which was filed with the SEC on August 15, 2025, and into each prospectus or prospectus supplement outstanding under the Registration Statement, to the extent not superseded by documents or reports subsequently filed or furnished by the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

 

EXHIBIT INDEX

 

Exhibit No.   Description
3.1   Seventh Amended and Restated Memorandum and Articles of Association
99.1   Press Release dated September 16, 2026

 

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SIGNATURE

 

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.

 

Dated: September 17, 2026

 

  INLIF LIMITED
     
  By: /s/ Rongjun Xu
  Name:  Rongjun Xu
  Title: Chief Executive Officer

 

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Exhibit 99.1

 

INLIF LIMITED Announces Results of Extraordinary General Meeting of Shareholders

 

QUANZHOU, China, September 16, 2026 (GLOBE NEWSWIRE) -- INLIF LIMITED (NASDAQ: INLF) (together with all its subsidiaries and consolidated entities, the “Company” or “INLIF”), a company engaged in the research, development, manufacturing, and sales of injection molding machine-dedicated manipulator arms, today announced the results of the Company’s Extraordinary General Meeting (the “Meeting”) held at 9:30 a.m. U.S. Eastern Time on September 15, 2026. The proposals submitted for shareholder approval at the Meeting have been approved. Specifically, the shareholders have duly passed the following resolutions:

 

(1) Share Capital Increase. To approve, by ordinary resolution, the increase of the authorized share capital of the Company from US$350,000, divided into 1,046,875 Class A ordinary shares and 46,875 Class B ordinary shares of par value US$0.32 each, to US$2,720,000,000, divided into 8,000,000,000 Class A ordinary shares and 500,000,000 Class B ordinary shares of par value US$0.32 each, requiring the creation of an additional 7,998,953,125 Class A ordinary shares and 499,953,125 Class B ordinary shares of par value US$0.32 each.

 

(2) Adoption of the Seventh Amended and Restated Memorandum and Articles of Association. To adopt, by special resolution and conditional upon and immediately following the Share Capital Increase, the seventh (7th) amended and restated memorandum and articles of association, substantially in the form attached as Exhibit A to the explanatory statement accompanying the notice of the Meeting previously distributed to the shareholders, primarily to reflect the Share Capital Increase, to amend Article 11.1(b) to base the quorum requirement on voting power rather than the number of shares, and to reflect certain other housekeeping changes.

 

(3) Share Capital Reorganization. To approve, by special resolution, the reduction of the par value of each authorized ordinary share from US$0.32 to US$0.0001, through the steps described in the explanatory statement accompanying the notice of the Meeting previously distributed to the shareholders, and to authorize the Board of Directors to take all actions necessary or advisable to effect such change, conditional upon and immediately following the Share Capital Increase and subject to compliance with Sections 14, 14A, and 14B of the Companies Act (Revised) of the Cayman Islands.

 

(4) Adoption of Amended and Restated Memorandum and Articles of Association to Reflect the Share Capital Reorganization. To adopt, by special resolution, an amended and restated memorandum and articles of association reflecting the Share Capital Reorganization, conditional upon and immediately following the Share Capital Reorganization being effected.

 

 

 

 

(5) Migration to the British Virgin Islands. To approve, by special resolution, the deregistration of the Company as an exempted company under the laws of the Cayman Islands and its continuation into the British Virgin Islands as a BVI business company (the “Migration”); to authorize any Director to sign the voluntary declaration (including a statement of the Company’s assets and liabilities as required by the Companies Act (Revised)), an undertaking that the Company has no secured creditors, and a notice of the proposed BVI registered office address, each in connection with the application to the Cayman Islands Registrar of Companies; to approve the adoption, conditional upon and with immediate effect from the Migration, of a BVI-compliant memorandum and articles of association (the “BVI MAA”), substantially in the form attached as Exhibit B to the explanatory statement accompanying the notice of the Meeting previously distributed to the shareholders, to replace the Company’s existing memorandum and articles of association in their entirety; and to authorize the Board of Directors and any director or officer to take all actions, execute all documents, and make all filings necessary or desirable to effect the Migration. The proposal was expressed to be subject to all necessary governmental and regulatory consents.

 

(6) Ratification of Independent Registered Public Accounting Firm. To ratify, by ordinary resolution, the appointment of Enrome LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

 

(7) Adjournment. To approve, by ordinary resolution, the adjournment of the Meeting, if necessary.

 

The approved proposals will take effect in such sequence and subject to such conditions reviewed at the Meeting and described in the notice and explanatory statement, including any required governmental and regulatory consents and filings.

 

The Meeting was held originally on September 8 at 9:30 a.m. U.S. Eastern Time, and was adjourned due to the absence of a quorum and in accordance with the adjourned-meeting provisions of Article 11.2(b) of the Company’s currently effective sixth amended and restated memorandum and articles of association. The ordinary shares represented in person or by proxy at this adjourned Meeting, although still less than one-third (1/3) of the outstanding ordinary shares, constituted a quorum in accordance with Article 11.2(b) as permitted under applicable Cayman Islands law. In this respect, the Company elected to follow home country practice in the Cayman Islands in lieu of satisfying the quorum-related requirements of Nasdaq’s Listing Rule 5620(c).

 

About INLIF LIMITED

 

INLIF is a holding company and an exempted company incorporated in the Cayman Islands with limited liability. Through its operating entity in the People’s Republic of China, Ewatt Robot Equipment Co. Ltd., established in September 2016, INLIF is engaged in the research, development, manufacturing, and sales of injection molding machine-dedicated manipulator arms. It is also a provider of installation services and warranty services for manipulator arms, and accessories and raw materials for manipulator arms. The Company produces an extensive portfolio of injection molding machine-dedicated manipulator arms, including transverse single and double-axis manipulator arms, transverse and longitudinal multi-axis manipulator arms, and large bullhead multi-axis manipulator arms, all developed by itself. It has also built experience in industrial automation solutions, including in the new energy sector, as well as intelligent robotics in recent years. For more information, please visit the Company’s website: https://ir.yiwate88.com/.

 

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Forward-Looking Statements

 

Certain statements in this announcement are forward-looking statements. These forward-looking statements also involve other known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can find many (but not all) of these statements by the use of words such as “approximates,” “believes,” “hopes,” “expects,” “anticipates,” “aims,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. These statements are subject to uncertainties and risks, including, but not limited to, the uncertainties related to market conditions, and other factors discussed in the “Risk Factors” section of the registration statement filed with the SEC. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the SEC. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov.

 

For investor and media inquiries, please contact:

 

INLIF LIMITED
Investor Relations Department
Email: ir@yiwate88.com

 

Ascent Investor Relations LLC
Tina Xiao
Phone: +1-646-932-7242
Email: investors@ascent-ir.com 

 

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