UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 29, 2023

NAMI CORP.

(Exact name of registrant as specified in its charter)

Nevada

333-187007

61-1693116

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(I.R.S. Employer

Identification No.)

112 North Curry Street

Carson City

89703

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (+603) 095158380

Registrant’s Fax Number, Including Area Code: N/A

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry into a Material Definitive Agreement.

NAMI Corp., via its wholly owned subsidiary SBS Mining Corporation Sdn Bhd (“SBS”), which is in a joint venture with JHW Holdings Sdn Bhd, a private limited company incorporated in Malaysia (“JHW” and together with SBS and NAMI, the “Group”), received a second sea sand mining and dredging license from the Ministry of Energy and Natural Resources (Kementerian Tenaga dan Sumber Asli) (“KeTSA”) on October 20, 2023. The license No. is 0146. The mining and dredging license was grated for a term of three (3) years from October 20, 2023, to October 19, 2026.

License No. 0146 granted the Group a sea mining concession area of 21.10 square kilometers and includes an approved dredged sand volume of 31,650,000 cubic meters (m3).

The Group intends to export the sea sand that is mined and dredged from the licensed area to China, Japan, and Hong Kong, following each country’s regulatory framework.

FORWARD LOOKING STATEMENTS

This 8-K contains forward-looking statements. Forward-looking statements are projections of events, revenues, income, future economic performance or management’s plans and objectives for our future operations. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, which may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. These risks include, by way of example and not in limitation:

	☐	the uncertainty of profitability of ventures
	☐	other risks and uncertainties related to our business plan and business strategy.

Forward-looking statements are made based on management’s beliefs, estimates and opinions on the date the statements are made and we undertake no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits. The following exhibits are furnished with this Form 8-K:

Number		Title
10.1		Sea Sand Mining and Dredging License No. 0146

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	NAMI CORP.

Date: November 30, 2023	By:	/s/ Calvin Chin
		Name: Calvin Chin
		Title: Chief Executive Officer

NAMI Corp. 8-K