Business Context and Reporting Period
This Form 6-K filing by Boqii Holding Ltd, a Cayman Islands exempted company, reports on the Annual General Meeting (AGM) held on May 6, 2026. The filing was submitted on May 12, 2026. The company is headquartered in Shanghai, China, and operates as a foreign private issuer.
Key Financial Metrics
The filing does not provide specific financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate governance actions regarding share capital structure.
Material Changes
Shareholders approved four significant proposals at the AGM, resulting in the following material changes to the company's capital structure:
- Capital Reduction: The par value of each share was reduced from US$0.16 to US$0.0000001. The credit arising from this reduction was transferred to a distributable reserve account to eliminate accumulated losses.
- Share Sub-Division: Authorized but unissued shares were sub-divided into 1,600,000 shares each.
- Recapitalization: The authorized share capital was increased from US$12.5 (125,000,000 shares) to US$2,000 (20,000,000,000 shares). This involved creating approximately 19.875 billion new authorized but unissued shares across Class A, B, and C categories.
- Articles Amendment: The company's Memorandum and Articles of Association were amended and restated (Fifteenth Amended and Restated).
- Share Consolidation Authorization: Shareholders granted the Board discretion to consolidate shares (e.g., 200 shares into 1) within two years of the AGM.
As of the record date (April 20, 2026), there were 4,879,614 ordinary shares outstanding, comprising 4,298,128 Class A, 81,486 Class B, and 500,000 Class C shares.
Guidance, Outlook, and Risks
The filing contains no management commentary regarding future business outlook, revenue guidance, or specific operational risks. The primary contingency noted is the conditional nature of the Capital Reduction, which depends on the registration of a solvency statement by the Cayman Registrar. The Share Consolidation proposal is also conditional on future Board approval within two years.
Investor Verification Checklist
- Verify the effective date of the Capital Reduction and the filing of the solvency statement with the Cayman Registrar.
- Confirm the updated share count and par value reflected in subsequent trading data following the recapitalization.
- Monitor Board announcements regarding the potential exercise of the Share Consolidation authority within the next two years.
- Review the Fifteenth Amended and Restated Memorandum and Articles of Association (Exhibit 3.1) for changes to shareholder rights or voting structures.