Item 1.01 Entry into a Material Definitive Agreement

On June 29 2021, the Board of the directors of Ajia Innogroup Holdings Ltd. (the "Company") by and through its wholly owned subsidiary Ajia Corporate Systems Architecture Solution Limited ("Ajia Sub"), completed the acquisition of a controlling interest in Jiayu Insurance Finance Limited ("Jiayu"), a licensed insurance broker company in Hong Kong pursuant to a Sale and Purchase Agreement ("Agreement"). As set forth in the Agreement, Ajia Sub acquired 1,071,000 common shares representing a 51% of Jiayu's issued and outstanding common shares in exchange for $1,020,000 Hong Kong dollars (estimated to be approximately $131,336 USD).

The foregoing description of the Agreement is qualified in its entirety by reference to the Agreement, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 2.01 Completion of Acquisition or Disposition of Assets.

The information provided in response to Item 1.01 of this report is incorporated by reference into this Item 2.01.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 30, 2021, the Board of Directors (the "Board") of the Company appointed Kiu Chung Jacqueline ("Ms. Tang") as a member of the Board, effective immediately. The Board determined that Ms. Tang qualifies as independent under the director independence standards set forth in the rules and regulations of the Securities and Exchange Commission. A biography for Ms. Tang is set forth below:

Ms. Tang, 33, obtained a BSc. in Accounting and a Finance degree from the University of Surrey in 2012. She has 8 years of business management and directorship experiences. In 2013, she joined Go Fun Project Limited (NGO) and Y&L Group International Company Limited as their director. Since 2019, she has been a director of the Go Inside Kitchen Ltd.





Family Relationships

Ms. Tang is not related to any officer or director of the Company.





Related Party Transactions

There are no related party transactions reportable under Item 5.02 of Form 8-K and Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits.



Exhibit No.   Description

  10.1          Purchase and Sale Agreement of Jiayu Insurance Finance Limited dated
              June 29, 2021





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