UNITED STATES ~~SECURITIES AND EXCHANGE COMMISSION~~

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or OR 15(d) of ~~the~~The Securities Exchange Act Of 1934

~~Securities~~Date ~~Exchange~~of ~~Act~~Report (Date of ~~1934~~earliest event reported): May 29, 2020

Date of Report (Date of earliest event reported): September 20, 2019 (September 18, 2019)

_______________________________________________________________

PRIME GLOBAL CAPITAL GROUP INCORPORATED

(Exact name of registrant as specified in its charter)

NEVADA		000-54288	26-4309660
Nevada	000-54288	26-4309660
(State or other jurisdiction of incorporation)	(Commission File Number)	(~~Commission~~IRS ~~File~~Employer ~~Number~~Identification No.)	~~(I.R.S. Employer Identification No.)~~

E-5-2, Megan Avenue 1, Block E

Jalan Tun Razak

50400 Kuala Lumpur, Malaysia

(Address of principal executive offices) (Zip Code)

+603 2162 0773
(Registrant’s telephone number, including area code)

~~(Former~~Check ~~name~~the orappropriate box ~~former~~below ~~address,~~ if ~~changed since~~the ~~last~~Form ~~report)~~8-K filing is intended to simultaneously satisfy the filing obligation of the Company 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each Class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value US$0.001	PGCG	N/A

Title of each class	Trading Symbols	Name of each exchange on which registered
None	N/A	N/A

~~Check~~Indicate ~~the~~by ~~appropriate~~check ~~box~~mark ~~below~~whether if the ~~Form 8-K filing~~registrant is ~~intended~~an toemerging ~~simultaneously~~growth ~~satisfy~~company ~~the~~as ~~filing~~defined ~~obligation~~in ofRule ~~the~~405 ~~registrant under any~~ of the ~~following~~Securities ~~provisions~~Act ~~(see General~~of ~~Instruction~~1934 A(§240.12b-2~~.below~~ of this chapter):.

~~☐ Written communications~~Emerging ~~pursuant~~growth ~~to Rule 425 under the Securities Act (17 CFR 230.425)~~company ☒

☐If ~~Soliciting~~an ~~material~~emerging ~~pursuant~~growth tocompany, ~~Rule 14a-12~~indicate ~~under~~by check mark if the ~~Exchange~~registrant ~~Act~~has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(17a) ~~CFR~~of ~~240~~the Exchange Act.~~14a-12)~~ ☐

☐Item ~~Pre-commencement communications~~8.01 ~~pursuant~~Other ~~to Rule 14d-2(b) under the Exchange Act (17 CFR 240~~Events.~~14d-2(b))~~

☐Prime ~~Pre-commencement~~Global Capital Incorporated, a Nevada ~~communications~~corporation (the “Company”), makes the following disclosure pursuant to ~~Rule 13e-4(c) under~~an order issued by the U.S. Securities and Exchange ~~Act~~Commission (17the ~~CFR~~“SEC”) ~~240.13e-~~on March 4, 2020 (cthe “SEC Order”), providing conditional relief to public companies that are unable to timely comply with their filing obligations as a result of the outbreak of the novel coronavirus (“Covid-19”).

~~Indicate~~The bycurrent ~~check~~outbreak ~~mark~~of ~~whether~~Covid-19 has posed a significant impact on the ~~registrant~~Company’s isability anto ~~emerging growth~~file ~~company~~on asa ~~defined~~timely inbasis ~~Rule~~its ~~405~~Quarterly ofReport on Form 10-Q for the ~~Securities~~quarter ended ~~Act~~April of30, ~~1933~~2020 (~~§230.405~~the of“Annual ~~this chapter~~Report”), orwhich ~~Rule~~is ~~12b-2~~due ofto ~~the~~be ~~Securities Exchange~~filed ~~Act~~on ofJune ~~1934~~15, 2020 (~~§240.12b-2~~the of“Original ~~this~~Due ~~chapter~~Date”). Therefore, the Company has elected to rely on the conditional filing relief provided under the SEC Order.

~~Emerging~~The preparation of the Company’s ~~growth~~Quarterly ~~company~~Report, oincluding financial statements and completion of the review process, has been delayed by Government-imposed quarantines, office closings and travel restrictions, which affect both the Company’s and its service provider’s personnel. Specifically, the Company operates in Kuala Lumpur, Malaysia, which has been locked down by the government due to concerns related to the spread of Covid-19. The Company’s operations have been shut down and all of the Company’s employees in the area have been required by the government to stay at home until further notice. The Company’s accounting personnel and service providers have been unable to process certain of its accounting records and receipts required to complete the preparation and review of the Company’s financial statements. Considering the lack of time for the compilation, dissemination and review of the information required to be presented, and the importance of investors receiving materially accurate information in the Quarterly Report, the Company has decided to rely on the SEC Order. The Company plans to file the Quarterly Report no later than July 30, 2020, or within 45 days after the Original Due Date.

IfWe anexpect ~~emerging~~the ~~growth~~current ~~company,~~outbreak ~~indicate~~of byCovid-19 to ~~check~~have ~~mark~~a ifmaterial and adverse effect on the ~~registrant~~ ~~has~~Company’s ~~elected~~business ~~not~~operations. Our ability to ~~use~~travel ~~the~~or ~~extended~~to ~~transition~~distribute ~~period~~our ~~for~~products have ~~complying~~been ~~with~~disrupted ~~any~~or ~~new~~restricted and our facilities shut down. We expect such disruptions or ~~revised~~delays ~~financial~~to ~~accounting~~impact ~~standards~~our sales and operating ~~provided~~results. ~~pursuant~~In toaddition, ~~Section~~Covid-19 ~~13(~~has resulted in a) ofwidespread health crisis that we believe will adversely affect the ~~Exchange~~economies ~~Act~~and financial markets of many other countries, resulting in an economic downturn that may affect demand for our products and significantly impact our operating results. o

~~Item~~Certain 5of the statements contained in this report should be considered forward-looking statements within the meaning of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995.07 ~~Submission~~These forward-looking statements are often identified by the use of ~~Matters~~forward-looking terminology such as “will,” "believes," "expects," “endeavor” or similar expressions, involving known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this report. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a ~~Vote~~result of ~~Security~~a ~~Holders~~variety of factors, including the risk factors discussed in the Company's periodic reports that are filed with the SEC and available on the SEC's website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these risk factors. Other than as required under the applicable securities laws, the Company does not assume a duty to update these forward-looking statements.

The Annual Meeting of Stockholders of Prime Global Capital Group Incorporated (the “Company”) was held on September 18, 2019 (the “Annual Meeting”). As of the close of business on July 22, 2019, the record date, the Company had 512,682,393 shares of Common Stock, $0.001 par value, outstanding. Stockholders holding 408,615,000 shares, or approximately 79.70% of the eligible voting shares, casted votes with all shares voting online at the Annual Meeting.SIGNATURES

~~The~~Pursuant ~~Company’s stockholders~~to ~~voted~~the onrequirements of the ~~following~~Securities ~~two~~Exchange ~~proposals~~Act ~~(described~~of in1934, ~~detail~~the inregistrant ~~the~~has ~~Company’s~~duly ~~definitive~~caused ~~proxy~~this ~~statement)~~report atto ~~the Annual~~be ~~Meeting~~signed ~~and~~on ~~casted~~its ~~their~~behalf ~~votes~~by asthe ~~follows:~~undersigned hereunto duly authorized.

Proposal No. 1 The Company’s stockholders elected the following nominees as directors for terms expiring at the Company’s 2020 Annual Meeting of the Stockholders: Weng Kung Wong, Maylee Gan Suat Lee, and Soo Choon Meng. These nominees represented the Board’s entire slate of nominees. The complete final tabulation of voting results for the election of directors is set forth below:

Date: May 29, 2020	PRIME GLOBAL CAPITAL GROUP INCORPORATED

	By:	/s/ Weng Kung Wong
	Name:	Weng Kung Wong
	Title:	Chief Executive Officer, Interim Chief Financial Officer and Secretary

Name	For		Against		Abstain		Broker Non-Vote
Weng Kung Wong		408,207,828		0		0		407,172
Maylee Gan Suat Lee		408,207,828		0		0		407,172
Soo Choon Meng		417,036,186		0		0		407,172

Proposal No. 2 The Company’s stockholders ratified the appointment of ShineWing Australia as the Company’s independent auditors for the fiscal year ending October 31, 2019, by the votes indicated below:

For				Against				Abstain				Broker Non-Vote(1)
	408,615,000				0				0				0

(1) Pursuant to the rules of the NYSE, this proposal constituted a routine matter. Therefore, brokers were permitted to vote without receipt of instructions from beneficial owners.

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.

	PRIME GLOBAL CAPITAL GROUP INCORPORATED
Dated: September 20, 2019
	By:	/s/ Weng Kung Wong
		Weng Kung Wong
		Chief Executive Officer, Interim Chief Financial Officer, and Secretary

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