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~~February ~~Month~~24, ~~of August 2019~~2020

Commission File Number: 333-202841

HUALE ACOUSTICS LIMITED

~~(Exact~~F/K/A ~~name~~Huale ofAcoustics ~~Registrant as specified in its charter)~~Corporation

~~East~~(Translation ~~Room~~of ~~902,~~registrant’s ~~Building~~name 3into ~~East, Saige Sci-Tech. Park~~English)

~~Futian~~Floor ~~District~~13, ~~Shenzhen~~Building B1, ~~Guangdong~~Wisdom ~~Province~~Square, Qiaoxiang Road,

Nanshan District, Shenzhen City, Guangdong Province,

China 518000

~~Ph:~~(Address ~~+86-13723419533~~of Principal Executive Office)

~~(Address,~~Indicate ~~including~~by ~~zip~~check ~~code,~~mark ~~and~~whether ~~telephone~~the ~~number,~~registrant ~~including~~files ~~area~~or ~~code,~~will file annual reports under cover of ~~Registrant’s~~ ~~principal~~Form ~~executive~~20-F ~~offices)~~or Form 40-F

~~N/A~~Form 20-F [X] Form 40-F [ ]

~~(Former~~Indicate ~~name~~by orcheck ~~former~~mark ~~address~~ if ~~changed~~the ~~since~~registrant ~~last~~is ~~report~~submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): _____

~~Check~~Indicate ~~appropriate~~by ~~box~~check ~~below~~mark if the ~~Form~~registrant ~~8-K filing~~ is ~~intended~~submitting ~~to simultaneously satisfy~~ the ~~filing~~Form ~~obligation~~6-K ofin ~~the~~paper ~~registrant~~as ~~under any~~permitted ofby ~~the~~Regulation ~~following~~S-T ~~provisions~~Rule 101(~~see General Instruction A.2. below~~b)(7): _____

[ ] 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-14(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 [X]

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 13a of the Exchange Act. [X]

CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS

This Form 6-K and other reports filed by the Company from time to time with the Securities and Exchange Commission (collectively the “Filings”) contain or may contain forward-looking statements and information that are based upon beliefs of, and information currently available to, the Company’s management as well as estimates and assumptions made by the Company’s management. When used in the filings the words “anticipate,” “believe,” “estimate,” “expect,” “future,” “intend,” “plan” or the negative of these terms and similar expressions as they relate to the Company or the Company’s management identify forward-looking statements. Such statements reflect the current view of the Company with respect to future events and are subject to risks, uncertainties, assumptions, and other factors. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended or planned.

Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee future results, levels of activity, performance, or achievements. Except as required by applicable law, including the securities laws of the United States, the Company does not intend to update any of the forward-looking statements to conform these statements to actual results.

~~NAME~~ENTRY ~~CHANGE~~INTO ASA ~~RESULT~~MATERIAL OFDEFINITIVE ~~MERGER, CHANGE OF JURISDICTION OF INCORPORATION AND FOREIGN PRIVATE ISSUER~~AGREEMENT

On ~~May~~February 724, ~~2019~~2020, Huale Acoustics ~~Corporation~~Limited (~~“HAC NEVADA” or~~ the “Company”) ~~completed~~entered into a ~~redomicile~~definitive ~~merger~~ Share Exchange Agreement (the “~~Redomicile~~Share ~~Merger~~Exchange Agreement”) towith ~~reorganize~~Huale ~~itself~~Group asCo., Limited, a ~~Cayman~~Seychelles ~~Islands~~ company. ~~Pursuant~~limited toby ~~the~~shares ~~agreement~~ (“HGL”), and ~~plan~~HGL’s ofshareholders, ~~merger dated~~Mr. asYusheng ofHuang, ~~April~~Junzhu 3Co., ~~2019~~Limited and Happyland Co., Limited (each, an “HGL Shareholder” and together, the “~~Merger~~HGL ~~Agreement~~Shareholders”),. Pursuant to the ~~Company~~Share Exchange Agreement, each HGL Shareholder has ~~merged~~agreed ~~with~~to transfer ~~and~~all ~~into~~of ~~Huale~~the ~~Acoustics~~ordinary ~~Limited~~shares ~~(“HAL CAYMAN”),~~of anHGL ~~exempted~~held ~~company~~by ~~incorporated~~it, ~~under~~together, constituting all of the ~~laws~~issued and outstanding capital stock of HGL, to the ~~Cayman~~Company ~~Islands~~in ~~and~~exchange afor ~~wholly~~an ~~owned~~aggregate ~~subsidiary~~of 32,625,000 newly issued ordinary shares of the Company. (the “Shares”) ~~HAL~~that ~~CAYMAN~~will, isin the ~~surviving company~~aggregate, ~~and~~constitute ~~each~~approximately 90% of the issued and outstanding ~~share~~capital stock of the ~~common~~Company ~~stock~~on a fully-diluted basis as of and immediately after the ~~Company~~consummation ~~was~~of ~~converted~~the ~~into one~~transactions ~~ordinary~~contemplated ~~share~~by ofthe ~~HAL~~Share ~~CAYMAN~~Exchange Agreement (the “Closing”).

AsThe aClosing ~~result~~is ofsubject ~~the Redomicile Merger, the Company’s name has changed~~ to ~~Huale~~several ~~Acoustics Limited~~conditions, ~~the~~including ~~Company’s jurisdiction of incorporation or organization has changed to~~ the ~~Cayman Islands and the Company is a Foreign Private Issuer.~~following:

● The ~~rights~~ ofrepresentations ~~holders~~and warranties of ~~the~~each ~~HAC~~party ~~NEVADA~~to ~~common~~the ~~stock~~Share Exchange Agreement are ~~now~~true ~~governed~~in byall material respects on the ~~HAL~~date ~~CAYMAN~~of ~~Memorandum~~execution of the Share Exchange Agreement and ~~Articles~~as of ~~Association,~~the ~~which was~~date ~~filed~~of Closing with the same force and effect as anthough ~~exhibit~~made toon and as of the ~~HAC~~date ~~Nevada~~of ~~Form~~the ~~8-K~~Closing ~~filed~~Date; ● Each of the parties shall have performed and complied in all material respects with all agreements and covenants required by the Share Exchange Agreement to be performed or complied with by them on ~~May~~or ~~13,~~prior ~~2019~~to the Closing Date.

~~SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.~~2

~~HAC NEVADA~~● ~~solicited~~Each of the ~~consent~~parties shall have obtained all consents, waivers, authorizations and approvals of ~~its~~any ~~shareholders~~governmental toor ~~approve~~regulatory authority, domestic or foreign, and of any other person, firm or corporation required in connection with the ~~Redomicile~~execution, ~~Merger~~delivery and performance of ~~HAC~~the ~~NEVADA~~Share ~~into~~Exchange ~~its~~Agreement ~~wholly~~and ~~owned~~all ~~Cayman~~such ~~Islands subsidiary—~~consents, ~~HAL~~waivers, ~~CAYMAN~~authorizations and approvals shall be in full force and effect on the Closing Date. ~~HAC~~● ~~NEVADA~~No ~~obtained~~preliminary or permanent injunction or other order issued by any court or governmental or regulatory authority, domestic or foreign, nor any statute, rule, regulation, decree or executive order promulgated or enacted by any government or governmental or regulatory authority, which declares the ~~consent~~Share Exchange Agreement invalid in any respect or prevents the consummation of ~~99.3%~~the transactions contemplated in the Share Exchange Agreement, or which materially and adversely affects the assets, properties, operations, prospects, net income or financial condition of ~~its~~HGL ~~shareholders~~shall be in effect; and no action or proceeding before any court or governmental or regulatory authority, domestic or foreign, shall have been instituted or threatened by any government or governmental or regulatory authority, domestic or foreign, or by any other person or entity which seeks to prevent or delay the ~~Merger.~~consummation Asof athe ~~result,~~transactions contemplated by the ~~Company has~~Share ~~reorganized~~Exchange ~~itself~~Agreement asor awhich ~~Cayman~~challenges ~~Islands~~the ~~company~~validity or enforceability of the Share Exchange Agreement.

~~CEASING~~At ~~TRADING~~any time prior to the Closing, the parties may terminate the Share Exchange Agreement by mutual written consent. In addition, the Company or HGL may terminate the Share Exchange Agreement by giving written notice to the other parties at any time prior to the Closing in the event the other parties have breached any material representation, warranty or covenant contained in the Share Exchange Agreement in any material respect, or if the Closing shall not have been consummated within 60 days of the date of the Share Exchange Agreement.

OnThe ~~July~~foregoing ~~26,~~description ~~2019,~~of ~~HAL Cayman as~~ the ~~surviving~~Share ~~company,~~Exchange ~~submitted~~Agreement adoes ~~corporate~~not ~~action~~purport ~~notification~~ to ~~the~~be ~~Financial~~complete ~~Industry~~and ~~Regulatory Authority~~is ~~(“FINRA”)~~qualified ~~advising~~in ~~that~~its ~~the~~entirety ~~merger~~by ~~had~~reference to ~~been~~the ~~completed~~Share ~~and~~Exchange ~~that~~Agreement, ~~HAL~~which ~~Cayman~~is ~~was~~filed aas ~~private~~Exhibit ~~company that was not trading on any market~~2.1 ~~The~~to ~~Company’s~~this ~~shares~~Report ~~ceased trading~~ on ~~the~~Form ~~OTC~~6-K ~~Markets~~and onis ~~August~~incorporated ~~29,~~herein ~~2019~~by reference.

The ~~information~~issuance ~~contained~~of inthe ~~this~~Shares ~~report~~to ~~shall~~the ~~not~~HGL Shareholders will be ~~deemed~~made toin bereliance ~~“filed”~~on ~~for~~the ~~purposes~~exemption ofprovided ~~Section~~by 18Regulation ofS promulgated under the Securities ~~Exchange~~ Act of ~~1934~~1933, as amended (~~“Exchange~~the “Act”),. orNone ~~otherwise~~of ~~subject~~the toShares ~~the~~have ~~liabilities~~been ofregistered ~~that~~under ~~section,~~the ~~nor~~Act ~~shall~~and ~~such~~none ~~information~~may be ~~deemed~~offered ~~incorporated~~or bysold ~~reference~~ in ~~any~~the ~~filing~~United ~~under~~States ~~the~~absent ~~Securities~~registration ~~Act~~or ofan ~~1933,~~applicable asexemption ~~amended~~from registration requirements. This Report on Form 6-K does not constitute an offer to sell, or ~~the~~a ~~Exchange Act~~solicitation of an offer to buy, ~~except~~any assecurity and shall benot constitute ~~expressly~~an ~~set~~offer, ~~forth~~solicitation byor ~~specific~~sale ~~reference~~in any jurisdiction in which such aoffering ~~filing~~would be unlawful.

~~Forward-Looking~~UNREGISTERED ~~Statements~~SALES OF EQUITY SECURITIES

~~This~~The ~~report~~information onset ~~Form~~forth ~~8-K~~above ~~contains~~under forward-looking statements about our expectations, beliefs or intentions regarding, among other things, the Redomicile Merger. Forward-looking statements can be identified by the use of forward-looking words such as “~~believe,” “expect,”~~Entry ~~“intend,”~~Into ~~“plan,”~~A ~~“may,”~~Material ~~“should”~~Definitive ~~or “anticipate~~Agreement” or ~~their~~is ~~negatives~~incorporated ~~or other variations of these words or other comparable words or~~ by ~~the~~reference ~~fact that these statements do not relate strictly to historical or current matters~~herein. Forward-looking statements relate to anticipated or expected events, activities, trends or results as of the date they are made. Because forward-looking statements relate to matters that have not yet occurred, these statements are inherently subject to risks and uncertainties that could cause our actual results to differ materially from any future results expressed or implied by the forward-looking statements. Many factors could cause our actual activities or results to differ materially from the activities and results anticipated in forward-looking statements, including, but not limited to, our inability to negotiate and enter into the Exchange Agreement.

All forward-looking statements contained in this report speak only as of the date hereof and are expressly qualified in their entirety by the cautionary statements included in this report. We undertake no obligations to update or revise forward-looking statements to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events. In evaluating forward-looking statements, you should consider these risks and uncertainties, as well as additional risks disclosed in our other reports filed with the Securities and Exchange Commission.EXHIBITS

Exhibit		Description

2.1		Share Exchange Agreement, dated February 24, 2020, by and among the Company, Huale Group Co., Limited, Yusheng Huang, Junzhu Co., Limited and Happyland Co., Limited

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.

Date: September 3, 2019	HUALE ACOUSTICS LIMITED
Date: February 27, 2020	HUALE ACOUSTICS LIMITED
	By:	/s/ HUANG Zhicheng
	/s/ HUANG Zhicheng
		HUANG Zhicheng
	HUANG Zhicheng President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and Director
		President, CEO, CFO, Treasurer, Secretary, Director

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