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 December 2014
Commission File Number 000-53776
China
Metro-Rural Holdings Limited
(Translation of registrant’s name into English)
Suite 2204, 22/F Sun Life Tower,
The Gateway, 15 Canton Road,
Tsimshatsui, Kowloon, Hong Kong
(Address of principal executive office)
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 x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): ¨
Indicate by check
mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨
No x
If “Yes” is marked, indicate below the file number assigned to
the registrant in connection with Rule 12g3-2(b): ¨
The
information included in the Report on Form 6-K is incorporated by reference into the registration statements on Form F-3 (File No. 333-184774).
Attached hereto and incorporated by reference herein is a press release announcing the departure of a director,
dated December 11, 2014.
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, thereunto duly authorized.
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| Date: December 11, 2014 |
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CHINA METRO-RURAL HOLDINGS LIMITED |
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By |
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/s/ Sio Kam Seng |
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Sio Kam Seng
Executive Director and Chairman of the Board,
Chief Executive Officer |
EXHIBIT INDEX
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| Exhibit
Number |
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Description |
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| 99.1 |
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Press release announcing departure of a director, dated December 11, 2014. |
Exhibit 99.1
China Metro-Rural Holdings Limited
FOR IMMEDIATE RELEASE
China Metro Rural
Holdings Limited Announces
Resignation of a Director
NEW YORK, (MARKETWIRE) – December 11, 2014 – The Board of Directors of China Metro-Rural Holdings Limited (NYSE MKT: CNR) (the
“Company”) today has announced that Mr. Su Shaobin (“Mr. Su”) has tendered his resignation as a member of the Board of Directors, to be effective December 10, 2014. Mr. Su has served as a director of the Company
since August 25, 2011 until his resignation.
The Board of Directors of the Company has accepted Mr. Su’s resignation and Mr. Su
confirmed that he does not have any disagreement with the Board of Directors and there are no other matters related to his resignation that need to be brought to the attention of the shareholders of CNR or the United States Securities and Exchange
Commission.
ABOUT CHINA METRO-RURAL HOLDINGS LIMITED
China Metro-Rural Holdings Limited is a leading agricultural logistics platform development and rural-urban migration redevelopment company in China.
Forward-Looking Statements
This press release
contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which are, by their nature, subject to risks and uncertainties. This Act provides a “safe harbor” for forward-looking
statements to encourage companies to provide prospective information about themselves so long as they identify these statements as forward-looking and provide meaningful cautionary statements identifying important factors that could cause actual
results to differ from the projected results. All statements, including statements regarding industry prospects and future results of operations or financial position, made in this press release are forward looking.
Words such as “anticipate”, “believe”, “estimate”, “expect”, “intend”, “may”, “plan”,
“predict”, “project”, “will”, “would” and similar expressions may identify forward-looking statements. These forward-looking statements include, without limitation, statements relating to: the Company’s
future performance, the Company’s expansion efforts, the state of economic conditions, the Company’s market and the governmental policy. These forward-looking statements are based on assumptions and analyses made by the Company in light of
its experience and perception of historical trends, current conditions and expected future developments, as well as other factors the Company believes to be appropriate in particular circumstances. However, whether actual results and developments
will meet the Company’s expectations and predictions depends on a number of known and unknown risks and uncertainties and other factors, any or all of which could cause actual results, performance or achievements to differ materially from the
Company’s expectations, whether expressed or implied by such forward-looking statements.
CONTACT:
China Metro-Rural Holdings Limited— Investor Relations Department
Phone: (852) 2111 3815
E-mail: ir@chinametrorural.com
www.chinametrorural.com
www.nlc88.com
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