Xchange TEC.INC current report, Q2 FY2024

Form 6-K Summary

Registrant: FLJ Group Limited, although the request metadata identifies the company as Xchange TEC.INC. This filing was furnished on May 13, 2024, and covers the month of May 2024. The registrant files annual reports on Form 20-F.

Business Context and Reporting Period

The filing reports changes to the company’s board of directors and committee composition, effective May 13, 2024. It does not provide operating or financial results.

Board and Governance Changes

  • Independent directors Chen Chen and Zhenkun Wang resigned effective May 13, 2024.
  • Directors Zongquan Yang, Yanan Zhou, and Yue Hu also resigned effective May 13, 2024.
  • All five departing directors cited personal reasons and stated that they had no disagreement with the company regarding its operations, policies, or practices.
  • Nini Qiao and Dr. Guofu Wu were appointed as independent directors effective May 13, 2024.
  • Ms. Qiao joined the audit committee and the nominating and corporate governance committee.
  • Dr. Wu joined the audit committee.
  • Ms. Qiao has prior finance, accounting, audit, and project-financing experience. Dr. Wu is an associate professor at Sichuan University and holds a Doctor of Laws degree.

Financial Metrics and Material Changes

The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, guidance, or other financial metrics. No comparable-period financial information is included, so material financial changes cannot be assessed from this filing.

Outlook, Risks, and Unusual Items

The principal disclosed event is the simultaneous resignation of five directors and appointment of two independent directors. The filing does not identify operational risks, contingencies, unusual charges, or changes to management guidance. The report is incorporated by reference into the company’s Form F-3 registration statement, subject to later filings or reports that may supersede it.

Investor Verification Items

  • Verify the company identity, because the filing names FLJ Group Limited while the request metadata names Xchange TEC.INC.
  • Review subsequent SEC filings for additional board appointments, committee changes, or governance developments.
  • Confirm whether the reduced or reconstituted board satisfies applicable independence, audit committee, and listing requirements.
  • Consult the company’s latest Form 20-F and other filings for current financial condition, liquidity, operating performance, and risk disclosures.