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 May 2016

Commission File Number: 000-53776

China Metro-Rural Holdings Limited

Suite 2204, 22/F Sun Life Tower,

The Gateway, 15 Canton Road,

Tsimshatsui, Kowloon, Hong Kong

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover 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 ¨

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

The information included in this Report on Form 6-K is incorporated by reference into the following Registration Statements on Form F-3: File No. 333-171825 and File No. 333-184774.

China Metro-Rural Holdings Limited announces Plan for Going-Private

China Metro-Rural Holdings Limited announces its plans for going-private or privatization. For more information, please refer to exhibit 99.1 furnished herewith.

SIGNATURE

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.


CHINA METRO-RURAL HOLDINGS LIMITED

By:		/s/ Sio Kam Seng
Name:		Sio Kam Seng
Title:		Executive Director and Chairman of the Board, Chief Executive Officer

Date: May 20, 2016

EXHIBIT INDEX


Exhibit Number		Description

Exhibit 99.1		Press release dated May 20, 2016 regarding plan for going-private or privatization.

CHINA METRO-RURAL HOLDINGS Ltd 6-K