Jerash Holdings (JRSH) to deregister inactive Hong Kong joint venture

Rhea-AI Filing Summary

Jerash Holdings (US), Inc. is winding down a previously formed joint venture in Hong Kong that never became active. Through its subsidiary Treasure Success International Limited, the company had entered into a Joint Venture and Shareholder’s Agreement with Newtech Textile (HK) Limited to create Jerash Newtech (Hong Kong) Holdings Limited, with Treasure Success holding 51% of the equity interests and Newtech holding 49%.

On August 20, 2025, the shareholders agreed that Jerash Newtech had not commenced business and had no outstanding liabilities, and authorized an application to deregister the entity under Hong Kong law. The joint venture agreement will terminate once the deregistration of Jerash Newtech is completed.

8-K Event Classification

2 items: 1.02, 9.01

2 items

Item 1.02 Termination of a Material Definitive Agreement Business

A significant contract was terminated, which may affect business operations or revenue.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 20, 2025

Jerash Holdings (US), Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-38474		81-4701719
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

277 Fairfield Road, Suite 338, Fairfield, NJ		07004
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (201) 285-7973

N/A

(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:

☐ 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		JRSH		The NASDAQ Stock Market LLC

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 1.02 Termination of a Material Definitive Agreement.

Termination of Joint Venture

As previously disclosed, on October 10, 2023, Jerash Holdings (US), Inc., a Delaware corporation (the “Company”), through its wholly owned subsidiary Treasure Success International Limited, a Hong Kong company (“Treasure Success”), entered into a Joint Venture and Shareholder’s Agreement (the “Agreement”) with Newtech Textile (HK) Limited, a Hong Kong company (“Newtech”) to establish a joint venture company in Hong Kong, Jerash Newtech (Hong Kong) Holdings Limited (“Jerash Newtech”), of which Treasure Success holds 51% of the equity interests and Newtech holds 49%.

On August 20, 2025, Treasure Success and Newtech attended a meeting of shareholders of Jerash Newtech and resolved that Jerash Newtech had not commenced business since its incorporation and had no outstanding liabilities, and therefore, agreed to and authorized an application to be made for the deregistration of Jerash Newtech pursuant to Section 750 of the Hong Kong Companies Ordinance. The Agreement will be terminated upon the deregistration of Jerash Newtech.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Exhibit
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

1

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.

	JERASH HOLDINGS (US), INC.
Date: August 21, 2025	By:	/s/ Choi Lin Hung
		Choi Lin Hung
		Chairman of the Board of Directors, Chief Executive Officer, President, and Treasurer

2

FAQ

What did Jerash Holdings (JRSH) announce in this 8-K filing?

Jerash Holdings reported that its Hong Kong joint venture company, Jerash Newtech (Hong Kong) Holdings Limited, will be deregistered and the related joint venture agreement will terminate once deregistration is completed.

Why is Jerash Newtech (Hong Kong) Holdings Limited being deregistered?

Jerash Newtech is being deregistered because it had not commenced business since incorporation and had no outstanding liabilities, making the joint venture no longer necessary.

Who were the parties to the Jerash Holdings joint venture in Hong Kong?

The joint venture involved Treasure Success International Limited, a wholly owned subsidiary of Jerash Holdings, which held 51% of the equity interests, and Newtech Textile (HK) Limited, which held 49%.

When did Jerash Holdings and Newtech decide to deregister the joint venture company?

On August 20, 2025, the shareholders of Jerash Newtech resolved to apply for deregistration of the company in Hong Kong.

What happens to the Joint Venture and Shareholder’s Agreement after deregistration?

The Joint Venture and Shareholder’s Agreement between Treasure Success and Newtech will be terminated upon the deregistration of Jerash Newtech (Hong Kong) Holdings Limited.

Does the filing mention any outstanding liabilities for the Jerash Newtech joint venture?

The shareholders determined that Jerash Newtech had no outstanding liabilities at the time they resolved to seek deregistration.