Item 1.01. Entry into a Material Definitive Agreement.

On June 15, 2020, Greenpro Capital Corp. (the "Company") entered into a loan agreement (the "Loan Agreement") with an institutional investor (the "Lender") pursuant to which the Company will issue in a private placement a five (5) year convertible promissory note (the "Note") in the principal amount of $5 million. Pursuant to the Loan Agreement, the Company will pay a coupon equal to 3% annually. At the maturity date, the Lender may (i) demand repayment of the unpaid principal and interest under the loan, or (ii) subject to the Company's consent, elect to convert the unpaid principal and interest under the loan into restricted shares of the Company's common stock. The conversion price will be based on the average of the closing price of the common stock of the Company as agreed upon between the Lender and the Company on the date of conversion. The Company intends to use the proceeds of the loan for commercial expansion and business development.

A copy of the Loan Agreement is attached hereto as Exhibit 10.1 and is incorporated herein by reference. The foregoing summary of the terms of the Loan Agreement is subject to, and qualified in its entirety by, such agreement. On June 16, 2020, the Company issued a press release announcing the signing of the Loan Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 2.03. Creation of a Direct Financial Obligation.

The disclosure set forth under Item 1.01 above is hereby incorporated in its entirety under this Item 2.03.

Item 3.02. Unregistered Sales of Equity Securities.

As described more fully in Item 1.01 above, on the closing date of the transaction, the Company shall issue to the Lender the Note convertible into restricted shares of the Company's common stock in a private placement, which Note, when issued, will be exempt from registration pursuant to Section 4(2) of, and/or Rule 506 under Regulation D promulgated under the Securities Act of 1933, as amended (the "Securities Act"), or Regulation S promulgated under the Securities Act.

Item 9.01. Financial Statement and Exhibits.





(d) Exhibits.



Exhibit No.                               Description
   10.1         Loan Agreement dated June 15, 2020 between the Company and the
              Lender.

   99.1         Press Release dated June 16, 2020.




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