Termination of a Material Definitive


 


On November 9, 2020 Organic Agricultural Company
Limited ("Organic Agricultural") entered into a Cooperation Agreement with Unbounded IOT Block Chain Limited ("Unbounded"),
an entity with offices in Xiamen City, Fujian Province. The purpose of the Cooperation Agreement was to promote the use of blockchain
technology in agriculture. To accomplish that purpose, the two parties organized Tianci Wanguan (Xiamen) Digital Technology Co., Ltd.,
of which Organic Agricultural owned 51% and Unbounded owned 49%. Each party agreed to provide capital resources to Tianci Wanguan in proportion
to its ownership percentage.


 


On July 19, 2021 the parties executed a supplement
to the Cooperation Agreement. The Supplementary Agreement called for Organi c Agricultural to issue 10 million shares of its common stock
to Unbounded and set forth performance criteria for Unbounded’s management of Tianci Wanguan: specifically that within 12 months after
the shares were issued to Unbounded, Tianci Wanguan must have made a profit of five million Renminbi.


 


On August 19, 2022, Organic Agricultural and Unbounded
entered into an Agreement on Termination of Joint Operation. The Agreement on Termination recited that it was no longer possible for Unbounded
to achieve the performance criteria. Therefore, the parties agreed that Organic Agricultural would surrender to Unbounded its 51% interest
in Tianci Wanguan, and Unbounded would return the 10 million shares to Organic Agricultural.


 


Item 9.01 Financial Statements and Exhibits


 


Exhibits


 




10-a


 


English translation of Agreement on Termination of Joint Operation dated August 19, 2022 between Organic Agricultural Company Limited and Unbounded IOT Block Chain Limited.



104


 


Cover Page Interactive Data File (formatted as Inline XBRL).



 



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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 hereunto
duly authorized.


 




 


ORGANIC AGRICULTURAL COMPANY LIMITED



 




Dated: August 23, 2022


By:


/s/ Xun Jianjun



 


 


Xun Jianjun



 


 


Chief Executive Officer



 


 


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