0001493152-25-001137.txt : 20250107 0001493152-25-001137.hdr.sgml : 20250107 20250107103016 ACCESSION NUMBER: 0001493152-25-001137 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20250107 FILED AS OF DATE: 20250107 DATE AS OF CHANGE: 20250107 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ORANGEKLOUD TECHNOLOGY INC. CENTRAL INDEX KEY: 0001979407 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-42189 FILM NUMBER: 25513758 BUSINESS ADDRESS: STREET 1: 1 YISHUN INDUSTRIAL STREET 1 STREET 2: #04-27/ 28 & 34 APOSH BUILDING BIZHUB CITY: SINGAPORE STATE: U0 ZIP: 768160 BUSINESS PHONE: 65 6317 2050 MAIL ADDRESS: STREET 1: 1 YISHUN INDUSTRIAL STREET 1 STREET 2: #04-27/ 28 & 34 APOSH BUILDING BIZHUB CITY: SINGAPORE STATE: U0 ZIP: 768160 6-K 1 form6-k.htm

 

 

 

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 January 2025

 

Commission file number: 001-42189

 

 

 

Orangekloud Technology Inc.

 

 

(Registrant’s Name)

 

1 Yishun Industrial Street 1

#04-27/28&34 Aposh Building Bizhub

Singapore, 768160

+65 6317 2050

(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 ☐

 

 

 

 

 

 

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

 

Results of Extraordinary General Meeting of Shareholders

 

At the Extraordinary General Meeting of Shareholders (the “Meeting”) of Orangekloud Technology Inc., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), convened at January 6, 2025, at 11:00A.M., Singapore time by virtual meeting, the shareholders of the Company adopted resolutions approving all of the three proposals considered at the Meeting. A total of 149,836,811 votes, representing 94.77% of the votes exercisable as of December 11, 2024, the record date for the Meeting, were present in person or by proxy at the Meeting. The results of the votes were as follows:

 

 

1.

Proposal No. 1: Amendment of memorandum and articles of association

 

That the existing amended and restated memorandum and articles of association of the Company dated 16 August 2023 be and are hereby replaced in their entirety with a new amended and restated memorandum and articles of association, in the form circulated to the shareholders prior to the Meeting.

 

Resolution: Approved

 

RESOLVED, as a special resolution, that the existing memorandum and articles of association of the Company dated 16 August 2023 be and are hereby replaced in their entirety with a new amended and restated memorandum and articles of association, in the form circulated to the shareholders prior to the Meeting.

 

   For   Against   Abstain 
Number of Voted Shares   149,797,283    39,366    162 

 

2.

Proposal No. 2: Adoption of equity incentive plan

 

That the content of the Orangekloud Technology Inc. 2025 Equity Incentive Plan which was circulated to the shareholders prior to the Meeting (the “Plan”) and the same as may be amended with the approval of any director of the Company be and is hereby approved and the Company’s adoption of the Plan and its entry into, and the performance of its obligations under the Plan be approved.

 

Resolution: Approved

 

RESOLVED, as an ordinary resolution, that the content of the Plan which was circulated to the shareholders prior to the Meeting and the same as may be amended with the approval of any director of the Company be and is hereby approved and the Company’s adoption of the Plan and its entry into, and the performance of its obligations under the Plan be approved.

 

   For   Against   Abstain 
Number of Voted Shares   149,797,576    37,221    2,014 

 

 

 

 

3.

Proposal No. 3: Ancillary documents and actions, and ratification:

     
  (a) that the Company gives, makes, signs, executes and delivers all such agreements, letters, notices, certificates, acknowledgements, instructions and other documents (whether of a like nature or not) (the “Ancillary Documents”) as may be considered necessary or desirable by any director for the purpose of compliance with any condition precedent or the coming into effect of or otherwise giving effect to, consummating or completing or procuring the performance and completion of all or any of the matters described in this Meeting;
     
  (b) that the Ancillary Documents be in the form as any director may approve;
     
  (c) that any director be authorised to sign any Ancillary Document on behalf of the Company (as a deed or under seal if required) together with such amendments to those Ancillary Documents as that director considers necessary or desirable (the signature of any director on any Ancillary Document being conclusive evidence of that director’s approval of the Ancillary Document on behalf of the Company);
     
  (d) that all of the Ancillary Documents be valid, conclusive, binding on and enforceable against the Company when approved, executed and delivered in the manner set out in these minutes;
     
  (e) that any director be authorised to do any other acts or things that the directors consider necessary or desirable in order to implement the matters referred to in this Meeting; and
     
  (f) that anything that has been contemplated by the above resolutions and which has been done on behalf of the Company on or before the date this meeting be and are adopted, ratified, confirmed and approved on behalf of the Company in all respects.

 

Resolution: Approved

 

RESOLVED, as an ordinary resolution, that the Company gives, makes, signs, executes and delivers all the Ancillary Documents as may be considered necessary or desirable by any director for the purpose of compliance with any condition precedent or the coming into effect of or otherwise giving effect to, consummating or completing or procuring the performance and completion of all or any of the matters described in this Meeting; that the Ancillary Documents be in the form as any director may approve; that any director be authorised to sign any Ancillary Document on behalf of the Company (as a deed or under seal if required) together with such amendments to those Ancillary Documents as that director considers necessary or desirable (the signature of any director on any Ancillary Document being conclusive evidence of that director’s approval of the Ancillary Document on behalf of the Company); that all of the Ancillary Documents be valid, conclusive, binding on and enforceable against the Company when approved, executed and delivered in the manner set out in these minutes; that any director be authorised to do any other acts or things that the directors consider necessary or desirable in order to implement the matters referred to in this Meeting; and that anything that has been contemplated by the above resolutions and which has been done on behalf of the Company on or before the date this meeting be and are adopted, ratified, confirmed and approved on behalf of the Company in all respects.

 

   For   Against   Abstain 
Number of Voted Shares   149,799,587    37,210    14 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

  Orangekloud Technology Inc.
   
Date: January 7, 2025 By: /s/ Goh Kian Hwa
    Goh Kian Hwa
    Chief Executive Officer