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Lianhe Sowell International Group Ltd filings document a Cayman Islands foreign private issuer that reports on Form 20-F and furnishes current reports on Form 6-K. The record covers its China-based industrial machine vision business, electronic-product and software sales, interim financial results, material agreements, and ordinary-share capital structure.
Regulatory disclosures also address Nasdaq home-country rule exemptions, shareholder meeting materials, director and committee changes, auditor appointments, acting-in-concert and affiliate ownership matters, and share subscriptions involving Class B ordinary shares. These filings frame governance, control, capital issuance, and reporting matters for LHSW as a Nasdaq-listed foreign issuer.
Lianhe Sowell International Group Ltd reports that it has regained compliance with Nasdaq’s minimum bid price rule. Nasdaq notified the company on July 7, 2026 that it now meets Nasdaq Rule 5550(a)(2), which requires a closing bid price of at least $1.00 per share.
The company had previously fallen out of compliance after its Class A ordinary shares closed below $1.00 per share from December 4, 2025 to January 21, 2026. Under Nasdaq Listing Rule 5810(c)(3)(A), it was given until July 21, 2026 to cure the deficiency.
Nasdaq’s letter states that the company’s shares closed at or above $1.00 for 10 consecutive business days from June 22, 2026 through July 6, 2026, satisfying the minimum bid price requirement. Nasdaq considers the matter closed and the company’s listing remains in good standing with respect to this rule.
Lianhe Sowell International Group Ltd CEO Zhu Yue, through Lianyue Holding Limited, reported an indirect acquisition of 2,400,000 Class B Ordinary Shares. These shares were purchased from the company under a share subscription agreement at $0.165 per share, with closing on June 30, 2026.
After this transaction, Lianyue Holding indirectly holds 2,550,000 Class B Ordinary Shares and 939,688 Class A Ordinary Shares. Each Class B share is convertible into one Class A share and carries 100 votes, while each Class A share carries 1 vote. The share counts reflect a 1-for-16 share consolidation effective June 22, 2026.
Lianhe Sowell International Group Ltd reported that a company affiliate controlled by Chief Executive Officer Yue Zhu agreed to buy 2,400,000 Class B ordinary shares at $0.165 per share under a share subscription agreement. This generated gross proceeds of $396,000 for the company and closed on June 30, 2026. The shares were issued under Regulation S of the Securities Act. After the transaction, Yue Zhu, through Lianyue Holding Limited, beneficially owns 939,688 Class A shares and 2,550,000 Class B shares, representing approximately 97.69% of the aggregate voting power of the outstanding ordinary shares. The deal was approved and ratified by the board’s audit committee.
Lianhe Sowell International Group Ltd reports that CEO and chairman Yue Zhu, through British Virgin Islands entity Lianyue Holding Limited, beneficially owns 3,489,688 shares, equal to 97.69% of the company’s equity. This total consists of 939,688 Class A Ordinary Shares and 2,550,000 Class B Ordinary Shares.
On June 30, 2026, Lianyue Holding entered into a share subscription agreement to purchase 2,400,000 Class B Ordinary Shares at US$0.165 per share, with the deal approved by the board’s audit committee and issued under Regulation S. As of June 30, 2026, the company had 3,250,033 Class A shares and 187,500 Class B shares outstanding, following a 1-for-16 share consolidation effective June 22, 2026.
Lianhe Sowell International Group Ltd is implementing a 1-for-16 share consolidation of its Class A and Class B ordinary shares to help maintain its listing on the Nasdaq Capital Market. Trading on a post-consolidation basis begins on June 22, 2026 under the same symbol, with a new CUSIP.
Every 16 shares at par value US$0.0001 will become one share at par value US$0.0016, with fractional shares rounded up. Class A shares will move from 52,000,000 to approximately 3,250,000 outstanding, and Class B from 3,000,000 to approximately 187,500, without materially changing percentage ownership.
The company also signed supply agreements for AI-powered automotive painting robots and spray booth systems in West and Southern Africa, including 10 robots for a West African automotive maintenance group and a pilot deployment in South Africa, marking its first large-scale rollout of intelligent painting solutions in these regions.
Lianhe Sowell International Group Ltd has signed a supply agreement to deliver an initial batch of ten AI-powered automotive painting robots to a Thailand distributor serving multiple automotive brands. The robots will be used mainly in Thailand and other ASEAN countries for maintenance, repair, and refinishing work.
The deal is described as an important milestone in the company’s expansion into Southeast Asia’s intelligent painting market. Management highlights goals of improving painting quality and efficiency, enhancing workplace safety by reducing exposure to paint mist, and building a foundation for further deployments in the region by the end of 2026.
Lianhe Sowell International Group Ltd held an extraordinary general meeting where shareholders approved all five governance proposals. The meeting reached quorum with 22,953,066 ordinary shares voting out of 55,000,000 shares outstanding as of the May 7, 2026 record date.
Shareholders backed a First Share Consolidation and a major Share Capital Increase, raising authorised share capital from US$50,000.00 (28,125,000 Class A and 3,125,000 Class B shares at US$0.0016 par) to US$80,000,000 (45,000,000,000 Class A and 5,000,000,000 Class B shares at the same par value. They also approved an amended and restated Memorandum and Articles of Association to reflect these changes and authorised future share consolidations and related charter amendments. The company plans to file the updated charter with the Cayman Islands Register of Companies.
Lianhe Sowell International Group Ltd has called an extraordinary general meeting on May 28, 2026 to approve major share structure changes. The board proposes a 16‑for‑1 consolidation of issued and authorised Class A and Class B ordinary shares to help address Nasdaq’s minimum US$1.00 bid price requirement after a January 22, 2026 deficiency notice.
Following the first consolidation, the company seeks to increase authorised share capital from US$50,000.00 (28,125,000 Class A and 3,125,000 Class B shares at US$0.0016 par value) to US$80,000,000 (45,000,000,000 Class A and 5,000,000,000 Class B shares at the same par value. Shareholders are also asked to approve amended and restated constitutional documents reflecting these changes, give the board flexible authority for additional future consolidations with aggregate ratios between 2:1 and 250:1, and allow adjournment of the meeting if more time is needed to gather votes.
Yue Zhu and Lianyue Holding Limited filed a Schedule 13D reporting beneficial ownership of 17,435,000 Lianhe Sowell International Group Ltd Class A and Class B Ordinary Shares, representing 72.45% of the outstanding classes as of April 9, 2026.
The holding consists of 15,035,000 Class A Ordinary Shares and 2,400,000 Class B Ordinary Shares owned by Lianyue Holding, a British Virgin Islands company wholly owned by Mr. Zhu, giving him sole voting and dispositive power over these shares. On April 7, 2026, Lianyue Holding agreed to subscribe for 2,000,000 Class B Ordinary Shares at US$0.167 per share, with the transaction closing on April 9, 2026 and issued under Regulation S, after approval and ratification by the company’s audit committee.
Lianhe Sowell International Group Ltd clarified that, as a Cayman Islands foreign private issuer, it uses Nasdaq’s home country rule exemption to opt out of holding an annual shareholder meeting under Nasdaq Rule 5620(a), in addition to a previously disclosed exemption from Rule 5635. The company also entered a related-party share subscription with an entity wholly owned by its Chief Executive Officer and Chairman, Yue Zhu. That affiliate bought 2,000,000 Class B ordinary shares at US$0.167 per share under Regulation S, providing gross proceeds of US$334,000. After closing, Yue Zhu beneficially owns 15,035,000 Class A ordinary shares and 2,400,000 Class B ordinary shares, together representing about 72.45% of the company’s total voting power.