YGMZ / MingZhu Logistics Holdings Limited - SEC Dosyaları, Yıllık Rapor, Vekil Beyanı

UNITED STATES SECURITIES AND EXCHANGE COMMISSIONS Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSIONS Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-39564 Mingzhu Logistics Holdings Limited (Exact name of registrant as

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2025 Commission File Number 001-39564 M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2025 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

Mingzhu Logistics Receives Nasdaq Delisting Notice，Plans Further Appeal

Exhibit 99.1 Mingzhu Logistics Receives Nasdaq Delisting Notice，Plans Further Appeal SHENZHEN, CHINA, December 11, 2025 – Mingzhu Logistics Holdings Limited (the “Company”), a Cayman Islands exempted company with limited liability, announced today that it received a notification from The Nasdaq Stock Market LLC (“Nasdaq”) on December 10, 2025. The notification stated that the Company’s securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2025 Commission File Number 001-39564 M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2025 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2025 Commission File Number 001-39564 M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2025 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

MINGZHU LOGISTICS HOLDINGS LIMITED 27F, Yantian Modern Industry Service Center No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 518081 PROXY STATEMENT AND NOTICE OF EXTRAORDINARY GENERAL MEETING

Exhibit 99.1 MINGZHU LOGISTICS HOLDINGS LIMITED 27F, Yantian Modern Industry Service Center No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 518081 PROXY STATEMENT AND NOTICE OF EXTRAORDINARY GENERAL MEETING To the shareholders of December 9, 2025 Mingzhu Logistics Holdings Limited Shenzhen, China NOTICE IS HEREBY GIVEN THAT the extraordinary general meeting of shareholders (the “

MINGZHU LOGISTICS HOLDINGS LIMITED 27F, Yantian Modern Industry Service Center No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 518081 (incorporated in the Cayman Islands) FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING to be hel

Exhibit 99.2 MINGZHU LOGISTICS HOLDINGS LIMITED 27F, Yantian Modern Industry Service Center No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 518081 (incorporated in the Cayman Islands) FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING to be held on December 19, 2025 (or any adjourned or postponed meeting thereof) I/we, the undersigned acknowledges receipt of the Notice of Extrao

PLACEMENT AGENCY AGREEMENT

Exhibit 10.1 PLACEMENT AGENCY AGREEMENT November 25, 2025 Univest Securities, LLC 75 Rockefeller Plaza, Suite 18C New York, NY 10019 Ladies and Gentlemen: Subject to the terms and conditions of this agreement (this “Agreement”) and the Transaction Documents (as defined below), MingZhu Logistics Holdings Limited, a Cayman Islands exempted company with limited liability (the “Company”), hereby agree

MINGZHU LOGISTICS HOLDINGS LIMITED Announces $8 Million Registered Direct Offering

Exhibit 99.1 MINGZHU LOGISTICS HOLDINGS LIMITED Announces $8 Million Registered Direct Offering SHENZHEN, November 25, 2025, /GlobeNewswire/- Mingzhu Logistics Holdings Limited (NASDAQ: YGMZ) (the “Company”), an elite provider of logistics and transportation services to businesses, today announced that it has entered into a definitive securities purchase agreement with certain institutional invest

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 November 2025 Commission File Number: 001-3

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 November 2025 Commission File Number: 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No. 3018 Shayan Ro

ORDINARY SHARE PURCHASE WARRANT MINGZHU LOGISTICS HOLDINGS LIMITED

Exhibit 4.2 ORDINARY SHARE PURCHASE WARRANT MINGZHU LOGISTICS HOLDINGS LIMITED Warrant Shares: [●] Issuance Date: November 25, 2025 THIS ORDINARY SHARE PURCHASE WARRANT (“Warrant”) certifies that, for value received, [] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issuance

Form of Lock-Up Agreement

Exhibit 10.3 Form of Lock-Up Agreement November 25, 2025 Re: Securities Purchase Agreement, dated as of November 25, 2025 (the “Purchase Agreement”), between MingZhu Logistics Holdings Limited (the “Company”) and the purchasers signatory thereto Ladies and Gentlemen: Capitalized terms used but not otherwise defined in this letter agreement (the “Letter Agreement”) shall have the meanings set forth

SECURITIES PURCHASE AGREEMENT

Exhibit 10.2 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of November 25, 2025, between MingZhu Logistics Holdings Limited, a Cayman Islands exempted company with limited liability (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and co

PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT MINGZHU LOGISTICS HOLDINGS LIMITED

Exhibit 4.1 PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT MINGZHU LOGISTICS HOLDINGS LIMITED Warrant Shares: [] Issuance Date: November 25, 2025 THIS PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth at any time o

1,500,000 Common Units, each consisting of one Ordinary Share and one Common Warrant, each exercisable to purchase one Ordinary Share 6,500,000 Pre-Funded Units, each consisting of one Pre-Funded Warrant to purchase one Ordinary Share and one Common

Filed pursuant to Rule 424(b)(5) Registration Statement No. 333-267839 Prospectus Supplement (To Prospectus dated June 6, 2023, as amended) 1,500,000 Common Units, each consisting of one Ordinary Share and one Common Warrant, each exercisable to purchase one Ordinary Share 6,500,000 Pre-Funded Units, each consisting of one Pre-Funded Warrant to purchase one Ordinary Share and one Common Warrant, e

MingZhu Logistics Holdings Limited

Exhibit 99.2 MingZhu Logistics Holdings Limited [ ], 2025 Re: Director Offer Letter Dear [ ], MingZhu Logistics Holdings Limited, a company incorporated in the Cayman Islands (the “Company”), is pleased to offer you positions as a director of its Board of Directors (the “Board”), the Chairman of the Audit Committee, and a member of each of the Compensation Committee, and the Nominating and Corpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2025 Commission File Number 001-39564 M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2025 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

OPERATING AND FINANCIAL REVIEW AND PROSPECTS MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION Overview and Outlook MingZhu Logistics Holdings Limited (“MingZhu Cayman” or “the Company”) is a holding company incorporated in the Cayman Islands on January 2, 2018 under the laws of the Cayman Islands. The Company are engaged in various businesses throug

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2025 Mingzhu Logistics Holdings Limited

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2025 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

MINGZHU LOGISTICS HOLDINGS LIMITED AND SUBSIDIARIES INTERIM CONSOLIDATED BALANCE SHEETS

Exhibit 99.1 MINGZHU LOGISTICS HOLDINGS LIMITED AND SUBSIDIARIES INTERIM CONSOLIDATED BALANCE SHEETS As of June 30, 2025 As of December 31, 2024 As of December 31, 2024 USD USD USD (Unaudited) Restated ASSETS CURRENT ASSETS Cash and cash equivalents $ 1,044,680 $ 698,239 $ 698,239 Accounts receivable, net 2,131,035 2,705,509 2,705,509 Prepayments 9,563,117 12,473,550 12,473,550 Other receivables 1

EMPLOYMENT AGREEMENT

Exhibit 99.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of , 20 (the “Effective Date”), by and between MingZhu Logistics Holdings Limited, a Cayman Islands exempted company (the “Company”) and , an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, the term “Company” as used herein with respect to al

EMPLOYMENT AGREEMENT

Exhibit 99.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of Oct 08, 2025 (the “Effective Date”), by and between MingZhu Logistics Holdings Limited, a Cayman Islands exempted company (the “Company”) and LILIYING , an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, the term “Company” as used herein w

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2025 Commission File Number 001-39564 Mi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2025 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

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 August 2025 Commission File Number: 001-395

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 August 2025 Commission File Number: 001-39564 Mingzhu Logistics Holding Limited 27F, Yantian Modern Industry Service Center No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 518

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 Commission File Number 001-39564 Mingz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

MINGZHU LOGISTICS HOLDINGS LIMITED 70,000,000 Ordinary Shares Offered by the Selling Shareholders

Filed pursuant to Rule 424(b)(8) Registration Number: 333-287552 PROSPECTUS MINGZHU LOGISTICS HOLDINGS LIMITED 70,000,000 Ordinary Shares Offered by the Selling Shareholders This prospectus covers the resale by certain selling shareholders described herein (the “Selling Shareholders”) of up to an aggregate of 70,000,000 ordinary shares, par value $0.

Mingzhu Logistics Holdings Limited 27F, Yantian Modern Industry Service Center No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 518081

Mingzhu Logistics Holdings Limited 27F, Yantian Modern Industry Service Center No.

As filed with the Securities and Exchange Commission on July 1, 2025

As filed with the Securities and Exchange Commission on July 1, 2025 Registration Number: 333-287552 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number 001-39564 Mingz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

c/o Alliance Advisors PO Box 218, Little Falls, NJ 07424 ADDRESS SERVICE REQUESTED NAME & ADDRESS HERE As a stockholder of MingZhu Logistics Holdings Limited, you have the option of voting your shares electronically through the Internet or by telepho

Exhibit 99.2 c/o Alliance Advisors PO Box 218, Little Falls, NJ 07424 ADDRESS SERVICE REQUESTED NAME & ADDRESS HERE As a stockholder of MingZhu Logistics Holdings Limited, you have the option of voting your shares electronically through the Internet or by telephone, eliminating the need to return the proxy card. Your electronic or telephonic vote authorizes the named proxies to vote your shares in

MINGZHU LOGISTICS HOLDINGS LIMITED 27F, Yantian Modern Industry Service Center, No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 518081 NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 18, 2025

Exhibit 99.1 MINGZHU LOGISTICS HOLDINGS LIMITED 27F, Yantian Modern Industry Service Center, No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 518081 NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 18, 2025 TO THE SHAREHOLDERS OF MINGZHU LONGISTICS HOLDINGS LIMITED: Notice is hereby given that Mingzhu Logistics Holdings Limited, an exempted company incorp

As filed with the Securities and Exchange Commission on June 17, 2025

As filed with the Securities and Exchange Commission on June 17, 2025 Registration Number: 333-287552 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Mingzhu Logistics Holdings Limited 27F, Yantian Modern Industry Service Center No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 518081

Mingzhu Logistics Holdings Limited 27F, Yantian Modern Industry Service Center No.

LETTER

June 12, 2025 Jingwei Zhang Chief Financial Officer MingZhu Logistics Holdings Ltd 27F, Yantian Modern Industry Service Center No.

F-3 (Form Type) Mingzhu Logistics Holdings Limited (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 F-3 (Form Type) Mingzhu Logistics Holdings Limited (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be paid Equity Ordinary Shares, $0.

As filed with the Securities and Exchange Commission on May 23, 2025

As filed with the Securities and Exchange Commission on May 23, 2025 Registration Number: 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

DESCRIPTION OF SECURITIES

Exhibit 2.4 DESCRIPTION OF SECURITIES MingZhu Logistics Holdings Limited (“we,” “our,” “us” or the “Company”) is a Cayman Islands company and our affairs are governed by our second amended and restated memorandum and articles of association and the Cayman Islands Companies Act. On October 23, 2020, the Company consummated its initial public offering of 3,000,000 ordinary shares, par value $0.001,

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 12.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jinlong Yang, certify that: 1. I have reviewed this annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omi

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 12.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jingwei Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or om

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement on Form F-3 (File No. 333-267839) of our report dated May 15, 2025 with respect to the consolidated financial statements of Mingzhu Logistics Holdings Ltd, which appears in this Form 20-F for the year ended December 31, 2024. /s/ Li CPA LLC Colorado USA M

CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”),

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.1 AUDIT ALLIANCE LLP® A Top 18 Audit Firm 10 Anson Road, #20-16 International Plaza, Singapore 079903. UEN: T12LL1223B GST Reg No : M90367663E Tel: (65) 6227 5428 10 Anson Road #20-16 International Plaza Singapore 079903 Website : www.allianceaudit.com CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference of MingZhu Logistic Holdings Ltd.

THE CAYMAN ISLANDS THE COMPANIES ACT (REVISED) SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION MingZhu Logistics Holdings Limited 明珠货运控股有限公司 (adopted by special resolutions dated June 14, 2024) COMPANIES ACT (REVISED) COMPANY LIMIT

Exhibit 3.4 Company Number: 330886 THE CAYMAN ISLANDS THE COMPANIES ACT (REVISED) SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF MingZhu Logistics Holdings Limited 明珠货运控股有限公司 (adopted by special resolutions dated June 14, 2024) COMPANIES ACT (REVISED) COMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF MingZhu Logistics Holdings Limited 明珠货运控股有

CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”),

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Pe

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 April 2025 Commission File Number: 001-3956

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 April 2025 Commission File Number: 001-39564 Mingzhu Logistics Holding Limited 27F, Yantian Modern Industry Service Center No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 5180

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2025 Commission File Number 001-39564 Ming

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2025 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

MINGZHU LOGISTICS HOLDINGS LIMITED 27F, Yantian Modern Industry Service Center, No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 518081 NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON APRIL 21, 2025

Exhibit 99.1 MINGZHU LOGISTICS HOLDINGS LIMITED 27F, Yantian Modern Industry Service Center, No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 518081 NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON APRIL 21, 2025 TO THE SHAREHOLDERS OF MINGZHU LONGISTICS HOLDINGS LIMITED: Notice is hereby given that Mingzhu Logistics Holdings Limited, an exempted company incor

MINGZHU LOGISTICS HOLDINGS LTD (incorporated in the Cayman Islands with limited liability) FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING to be held on April 21, 2025 (or any adjourned or postponed meeting thereof)

Exhibit 99.2 MINGZHU LOGISTICS HOLDINGS LTD (incorporated in the Cayman Islands with limited liability) FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING to be held on April 21, 2025 (or any adjourned or postponed meeting thereof) I/we, the undersigned acknowledges receipt of the Notice of Extraordinary General Meeting of Shareholders and Proxy Statement and, being the registered holder of Ordin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number 001-39564 Ming

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

Registered Office: 10 Anson Road #20-16 International Plaza Singapore 079903

Exhibit 16.1 AUDIT ALLIANCE LLP® A Top 18 Audit Firm 10 Anson Road, #20-16 International Plaza, Singapore 079903. UEN: T12LL1223B GST Reg No : M90367663E Tel: (65) 6227 5428 10 Anson Road #20-16 International Plaza Singapore 079903 Website : www.allianceaudit.com February 27, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Commissioners: We have read Form 6-K date

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission File Number 001-39564 M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission File Number 001-39564 M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

MingZhu Logistics Holdings Limited

Exhibit 99.1 MingZhu Logistics Holdings Limited [ ], 2025 Re: Director Offer Letter Dear [ ], MingZhu Logistics Holdings Limited, a company incorporated in the Cayman Islands (the “Company”), is pleased to offer you positions as a director of its Board of Directors (the “Board”), the Chairman of the Audit Committee, and a member of each of the Compensation Committee, and the Nominating and Corpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission File Number 001-39564 M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

SECURITIES PURCHASE AGREEMENT

Exhibit 99.1 SECURITIES PURCHASE AGREEMENT 证券购买协议 This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of January [ ], 2025 by and among MINGZHU LOGISTICS HOLDINGS LIMITED, a Cayman Islands exempted company, (the “Company”), and individuals listed in Exhibit B hereto and each affixes its signature on the signature page of this Agreement (each, a “Purchaser”; collectively, the “Purchase

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2025 Mingzhu Logistics Holdings Limited

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2025 Mingzhu Logistics Holdings Limited (Exact name of registrant as specified in its charter) 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Mingzhu Logistics Holdings Limited

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Mingzhu Logistics Holdings Limited (Exact name of registrant as specified in its charter) 27F, Yantian Modern Industry Service Center No.

OPERATING AND FINANCIAL REVIEW AND PROSPECTS MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION Overview and Outlook MingZhu Logistics Holdings Limited (“MingZhu Cayman” or “the Company”) is a holding company incorporated in the Cayman Islands on January 2, 2018 under the laws of the Cayman Islands. The Company are engaged in various businesses throug

MINGZHU LOGISTICS HOLDINGS LIMITED AND SUBSIDIARIES INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS

Exhibit 99.1 MINGZHU LOGISTICS HOLDINGS LIMITED AND SUBSIDIARIES INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS As of As of June 30, December 31, 2024 2023 USD USD (Unaudited) ASSETS CURRENT ASSETS Cash $ 1,278,953 $ 3,676,382 Accounts receivable, net 15,950,622 31,566,845 Prepayments 18,392,024 17,261,010 Other receivables 372,242 184,942 Loans receivable* 28,171,455 29,156,394 Amount due from rel

MingZhu Logistics Holdings Limited

Exhibit 99.1 MingZhu Logistics Holdings Limited [ ], 2024 Re: Director Offer Letter Dear [ ], MingZhu Logistics Holdings Limited, a company incorporated in the Cayman Islands (the “Company”), is pleased to offer you positions as a director of its Board of Directors (the “Board”), the Chairman of the Compensation Committee, and a member of each of the Audit Committee, and the Nominating and Corpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number 001-39564 M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

DEED OF ASSIGNMENT H&P INTERNATIONAL HOLDINGS LIMITED (REGISTRATION NO. 52061844) (THE “ASSIGNOR”) THE PERSONS NAMED IN SCHEDULE 1 (THE “ASSIGNEES”)

Exhibit 10.2 Dated October 21, 2024 DEED OF ASSIGNMENT BETWEEN H&P INTERNATIONAL HOLDINGS LIMITED (REGISTRATION NO. 52061844) (THE “ASSIGNOR”) AND THE PERSONS NAMED IN SCHEDULE 1 (THE “ASSIGNEES”) THIS DEED OF ASSIGNMENT (“DEED”) is made on October 21, 2024 between: (1) H&P International Holdings Limited (Registration No. 52061844), a company incorporated in Hong Kong (SAR) with its registered add

Notice of Assignment

Exhibit 10.3 Notice of Assignment H&P INTERNATIONAL HOLDINGS LIMITED Date: 10/21/2024 MINGZHU LOGISTICS HOLDINGS LIMITED SHENZHEN YANGANG MINGZHU FREIGHT INDUSTRIES CO., LTD Dear Sirs, RE: SOFTWARE PURCHASE AGREEMENT DATED OCTOBER 21, 2024 We refer to the following documents: (i) Software purchase agreement dated October 21, 2024 (“Agreement”) entered into between H&P INTERNATIONAL HOLDINGS LIMITE

SOFTWAREPURCHASE AGREEMENT H&P INTERNATIONAL HOLDINGS LIMITED (REGISTRATION NO. 52061844) (THE “SELLER”) SHENZHEN YANGANG MINGZHU FREIGHT INDUSTRIES CO., LTD (REGISTRATION NO. 914403007412009230) (THE “PURCHASER”) MINGZHU LOGISTICS HOLDINGS LIMITED (

Exhibit 10.1 SOFTWAREPURCHASE AGREEMENT AMONG H&P INTERNATIONAL HOLDINGS LIMITED (REGISTRATION NO. 52061844) (THE “SELLER”) AND SHENZHEN YANGANG MINGZHU FREIGHT INDUSTRIES CO., LTD (REGISTRATION NO. 914403007412009230) (THE “PURCHASER”) AND MINGZHU LOGISTICS HOLDINGS LIMITED (REGISTRATION NO. OC-330886) (THE “ISSUER”) This Agreement has been entered into on the date of October 21, 2024 TABLE OF CO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number 001-39564 Mi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number 001-39564 Mi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

MingZhu Logistics Expects to Move Forward with Alternative Options After Mutually Agreeing with Oxylus Global to Terminate Proposed Acquisition

Exhibit 99.1 MingZhu Logistics Expects to Move Forward with Alternative Options After Mutually Agreeing with Oxylus Global to Terminate Proposed Acquisition NEW YORK & SHENZHEN, September 12, 2024 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (Nasdaq: YGMZ) and Oxylus Global Inc (“Oxylus”) today announced they have mutually agreed to terminate the acquisition proposed on May 31

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission File Number 001-39564

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

MingZhu Logistics to Acquire HOLDCO 36 in Transformational Business Combination

Exhibit 99.1 MingZhu Logistics to Acquire HOLDCO 36 in Transformational Business Combination SHENZHEN, September 12, 2024 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (Nasdaq: YGMZ), an elite provider of logistics and transportation services to businesses, today announced the acquisition of HOLDCO 36 in a transformational business combination. The closing of the all-stock acqu

MERGER AGREEMENT By and Among: MINGZHU LOGISTICS HOLDINGS LTD. MINGZHU LOGISTICS HOLDINGS LTD. MERGER SUB (in formation) GIGA Carbon Neutrality Inc. HOLDCO 36 Dated as of September 10, 2024 Table of Contents

Exhibit 10.1 MERGER AGREEMENT By and Among: MINGZHU LOGISTICS HOLDINGS LTD. MINGZHU LOGISTICS HOLDINGS LTD. MERGER SUB (in formation) And GIGA Carbon Neutrality Inc. HOLDCO 36 Dated as of September 10, 2024 Table of Contents Table of Contents i RECITALS 1 Section 1. Definitions and Interpretative Provisions 1 1.1 Definitions 1 1.2 Other Definitional and Interpretative Provisions 9 Section 2. Descr

[Remainder of page intentionally blank]

Exhibit 10.1 AGREEMENT This AGREEMENT, dated as of September 10, 2024 (the “Effective Date”), is entered into by and among MingZhu Logistics Holdings LTD., a Cayman Islands Limited Company (“Parent”), and Oxylus Global Inc., a British Virgin Islands Limited Company (the “Company”). Each of the Company and Parent is sometimes referred to as a “Party.” Capitalized terms used in this Agreement and no

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission File Number 001-39564

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ––––––––––––––––––––––––––––––––– SCHEDULE 14A (Rule 14a-101) ––––––––––––––––––––––––––––––––– INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appro

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number 001-39564 Mingz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

MingZhu Logistics Regains Compliance with Nasdaq Minimum Bid Price Requirement

Exhibit 99.1 MingZhu Logistics Regains Compliance with Nasdaq Minimum Bid Price Requirement SHENZHEN, China, July 17, 2024 /PRNewswire/ - MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (Nasdaq: YGMZ), an elite provider of logistics and transportation services to businesses, today announced that on July 16, 2024, it received notification from The Nasdaq Stock Market LLC (“Nasdaq”)

Contract Awarded to MingZhu’s Feipeng Subsidiary from Sinotrans Logistics for Vehicle Transport

Exhibit 99.1 Contract Awarded to MingZhu’s Feipeng Subsidiary from Sinotrans Logistics for Vehicle Transport SHENZHEN, China, July 10, 2024 /PRNewswire/ - MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (Nasdaq: YGMZ), an elite provider of logistics and transportation services to businesses, today announced Sinotrans Logistics Northwest Co., Ltd. (“Sinotrans Logistics” https://logi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number 001-39564 Mingz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number 001-39564 Mingz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited 明珠货运控股有限公司 (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number 001-39564 Mingz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited 明珠货运控股有限公司 (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

ACQUISITION AGREEMENT MINGZHU LOGISTICS HOLDINGS, LTD; OXYLUS GLOBAL INC. Dated as of May 31, 2024 Table of Contents

Exhibit 10.1 ACQUISITION AGREEMENT Between: MINGZHU LOGISTICS HOLDINGS, LTD; and OXYLUS GLOBAL INC. Dated as of May 31, 2024 Table of Contents RECITALS 1 Section 1. Definitions and Interpretative Provisions 1 1.1 Definitions 1 1.2 Other Definitional and Interpretative Provisions 9 Section 2. Description of Transaction 9 2.1 The Acquisition 9 2.2 Closing; Effective Time 9 2.3 Organizational Documen

MingZhu Logistics Agrees to Acquire Oxylus Global; Company Targeting Continued Aggressive Diversification and Growth Acceleration Strategy

Exhibit 99.1 MingZhu Logistics Agrees to Acquire Oxylus Global; Company Targeting Continued Aggressive Diversification and Growth Acceleration Strategy NEW YORK & SHENZHEN, May 31, 2024 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (Nasdaq: YGMZ), an elite provider of logistics and transportation services to businesses, today announced it has agreed to acquire Oxylus Global Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number 001-39564 Mingz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

MingZhu Logistics Partners with Carbonomi Trust to Build High-Performance Satellite-Based Intelligent Logistics Network

Exhibit 99.1 MingZhu Logistics Partners with Carbonomi Trust to Build High-Performance Satellite-Based Intelligent Logistics Network SHENZHEN, May 17, 2024 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (Nasdaq: YGMZ), an elite provider of logistics and transportation services to businesses, today announced it will partner with Carbonomi Trust (“Carbonomi”), a leading investor i

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number 001-39564 Mingzh

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

EXCLUSIVE OPTION AGREEMENT

Exhibit 10.7 独家购股权协议 EXCLUSIVE OPTION AGREEMENT 本独家购股权协议（“本协议”）于2023年5月1日由以下各方在厦门订立： This Exclusive Option Agreement (this “Agreement”) is entered into in Xiamen as of May 1, 2023 by and among the following parties: (1) 厦门艾莱斯管理咨询有限公司（“甲方”），一家根据中华人民共和国（“中国”）法律在中国厦门注册成立的外商独资企业； Xiamen Alliance Management Consulting Co., Ltd. (“Party A”), a wholly foreign-owned enterprise registered in Xiamen, the Pe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O

MASTER EXCLUSIVE SERVICE AGREEMENT

Exhibit 10.4 独家服务总协议 MASTER EXCLUSIVE SERVICE AGREEMENT 本独家服务总协议（”本协议”）由以下双方于2023年5月1日在厦门市订立： This Master Exclusive Service Agreement (this “Agreement”) is entered into in Shenzhen as of May 1, 2022 by and among the following parties: (1) 厦门艾莱斯管理咨询有限公司（”甲方”），一家根据中华人民共和国（”中国”）法律在中国厦门注册成立的外商独资企业；和 Xiamen Alliance Management Consulting Co., Ltd. (“Party A”), a wholly foreign-owned enterprise register

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 12.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jingwei Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or om

EQUITY INTEREST PLEDGE AGREEMENT

Exhibit 10.8 股权质押协议 EQUITY INTEREST PLEDGE AGREEMENT 本股权质押协议（“本协议”）由以下各方于2023年5月1日在厦门订立： This Equity Interest Pledge Agreement (this “Agreement”) is entered into in Xiamen as of May 1, 2023 by and among the following parties: (1) 质权人（“Pledgee”）: 厦门艾莱斯管理咨询有限公司，一家根据中华人民共和国（“中国”）法律在中国厦门注册成立的外商独资企业； Xiamen Alliance Management Consulting Co., Ltd., a wholly foreign-owned enterprise registered in Xiamen

CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”),

CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 13.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”),

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 12.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jinlong Yang, certify that: 1. I have reviewed this annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omi

业务合作协议 BUSINESS COOPERATION AGREEMENT

Exhibit 10.5 业务合作协议 BUSINESS COOPERATION AGREEMENT 本业务合作协议（“本协议”）由以下各方于2023年5月1日在厦门订立: This Business Cooperation Agreement (the “Agreement”) is entered into in Xiamen as of May 1, 2023 by and among the following parties: (1) 厦门艾莱斯管理咨询有限公司（“甲方”），一家根据中华人民共和国（“中国”）法律在中国厦门注册成立的外商独资企业； Xiamen Alliance Management Consulting Co., Ltd. (“Party A”), a wholly foreign-owned enterprise registered in Xiamen th

DESCRIPTION OF SECURITIES

Exhibit 2.4 DESCRIPTION OF SECURITIES MingZhu Logistics Holdings Limited (“we,” “our,” “us” or the “Company”) is a Cayman Islands company and our affairs are governed by our amended and restated memorandum and articles of association and the Companies Act. On October 23, 2020, the Company consummated its initial public offering of 3,000,000 ordinary shares, par value $0.001, at the price of $4.00

MINGZHU LOGISTICS HOLDINGS LIMITED Clawback Policy Adopted and approved on November 28, 2023

Exhibit 97.1 MINGZHU LOGISTICS HOLDINGS LIMITED Clawback Policy Adopted and approved on November 28, 2023 The Board of Directors (the “Board”) of Mingzhu Logistics Holdings Limited (the “Company”) believes that it is in the best interests of the Company and its shareholders to adopt this Clawback Policy (the “Policy”), which provides for the recovery of certain incentive compensation in the event

确认及承诺函 LETTER OF CONFIRMATION AND UNDERTAKING

Exhibit 10.9 确认及承诺函 LETTER OF CONFIRMATION AND UNDERTAKING 致：厦门艾莱斯管理咨询有限公司（“独资公司”） Attention: Xiamen Alliance Management Consulting Co., Ltd. ( “WFOE”) 作为厦门艾莱斯酒业集团有限公司（“内资企业”）的股东，本人在此确认、承诺及保证，如出现本人死亡、丧失行为能力、离婚或发生任何可能影响本人行使在内资企业的股东权利的情形，本人的继承人、监护人、债权人、配偶或者任何其他有权对本人持有的内资企业之股权主张权利或者利益的其他人均不会在任何情况下以任何方式采取任何可能影响或者妨碍本人履行在本人于2023年5月1日签署的《独家服务总协议》《业务合作协议》《委托协议》《独家购股权协议》和《股权质押协议》（包括其不时修订的版本，以下合称“控制性协议”）下所承

委托协议 PROXY AGREEMENT

Exhibit 10.6 委托协议 PROXY AGREEMENT 本委托协议（“本协议”）于2023年5月1日由以下各方于厦门订立： This Proxy Agreement (this “Agreement”) is entered into in Shenzhen as of May 1, 2023 by and among the following parties: (1) 厦门艾莱斯管理咨询有限公司（“甲方”），一家根据中华人民共和国（“中国”）法律在中国厦门注册成立的外商独资企业； Xiamen Alliance Management Consulting Co., Ltd.(“Party A”), a wholly foreign-owned enterprise registered in Xiamen, the People’s Republic of China (“

MINGZHU LOGISTICS HOLDINGS LIMITED NOTICE OF EXTRAORDINARY GENERAL MEETING OF MEMBERS To Be Held on June 14, 2024

Exhibit 99.1 MINGZHU LOGISTICS HOLDINGS LIMITED 明珠货运控股有限公司 NOTICE OF EXTRAORDINARY GENERAL MEETING OF MEMBERS To Be Held on June 14, 2024 To the Shareholders of MingZhu Logistics Holdings Limited 明珠货运控股有限公司: You are cordially invited to attend the Extraordinary General Meeting (the “EGM”) of the shareholders of MingZhu Logistics Holdings Limited 明珠货运控股有限公司 (the “Company” or “MingZhu”), a company i

THE CAYMAN ISLANDS THE COMPANIES ACT (REVISED) SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION MingZhu Logistics Holdings Limited 明珠货运控股有限公司 (adopted by special resolutions dated __________________)

Exhibit 99.2 Company Number: 330886 THE CAYMAN ISLANDS THE COMPANIES ACT (REVISED) SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF MingZhu Logistics Holdings Limited 明珠货运控股有限公司 (adopted by special resolutions dated ) COMPANIES ACT (REVISED) COMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF MingZhu Logistics Holdings Limited 明珠货运控股有限公司 (adopted

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number 001-39564 Mingzh

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited 明珠货运控股有限公司 (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number 001-39564 Mingzh

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

MingZhu Logistics to Acquire Mingfu Liquor; Expands Premium Liquor Business in China

EX-99.1 2 ea020508801ex99-1mingzhu.htm PRESS RELEASE Exhibit 99.1 MingZhu Logistics to Acquire Mingfu Liquor; Expands Premium Liquor Business in China SHENZHEN, May 1, 2024 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (Nasdaq: YGMZ), an elite provider of logistics and transportation services to businesses, today announced it has entered into a non-binding memorandum of underst

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number 001-39564 Ming

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

SECURITIES PURCHASE AGREEMENT

Exhibit 99.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of April 16, 2024, between Mingzhu Logistics Holdings Limited, a Cayman Islands Exempted Company (the “Company”), and investors as listed in the Exhibit I (the “Purchaser”). WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a)(2) of the Secur

As filed with the Securities and Exchange Commission on March 20, 2024

As filed with the Securities and Exchange Commission on March 20, 2024 Registration No.

Calculation of Filing Fee Tables Form S-8 (Form Type) Mingzhu Logistics Holdings Limited (Exact name of registrant as specified in its charter) Table 1 – Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Mingzhu Logistics Holdings Limited (Exact name of registrant as specified in its charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration fee Equity Class A ordinary shares, par value $0.

MINGZHU LOGISTICS HOLDINGS LIMITED 2024 Equity Incentive Plan

Exhibit 4.1 MINGZHU LOGISTICS HOLDINGS LIMITED 明珠货运控股有限公司 2024 Equity Incentive Plan Section 1. Purpose; Definitions. 1.1. Purpose. The purpose of the Plan is to enable the Company to offer to employees, officers and directors of and consultants to the Company and its Subsidiaries, Parent and Affiliates whose past, present and/or potential future contributions to the Company and its Subsidiaries h

MingZhu Logistics Signs Non-Binding Letter of Intent to Acquire Driverless Auto Technologies and Intellectual Property Portfolio Valued Between US$80 Million and US$90 Million

Exhibit 99.1 MingZhu Logistics Signs Non-Binding Letter of Intent to Acquire Driverless Auto Technologies and Intellectual Property Portfolio Valued Between US$80 Million and US$90 Million SHENZHEN, China, March 4, 2024 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (NASDAQ: YGMZ), an elite provider of logistics and transportation services to businesses, today announced it has s

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number 001-39564 Ming

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number 001-39564 Mi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

Mingzhu Receives Nasdaq Minimum Bid Price Requirement Extension

Exhibit 99.1 Mingzhu Receives Nasdaq Minimum Bid Price Requirement Extension SHENZHEN, China, January 23, 2024 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (NASDAQ: YGMZ), an elite provider of logistics and transportation services to businesses, today announced that on January 23, 2024, it received notification from The Nasdaq Stock Market LLC (“NASDAQ”) confirming the Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number 001-39564 Mi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

VIE TERMINATION AGREEMENT

Exhibit 10.1 VIE TERMINATION AGREEMENT VIE终止协议 This VIE Termination Agreement (this “Agreement”) is made and entered into by and between the following parties on December 30, 2023 in Shenzhen, the People’s Republic of China (“China”, for the purpose of this Agreement, excluding Hong Kong, Macau and Taiwan). 本VIE终止协议（以下简称“协议”）由以下各方于2023年12月30日在中华人民共和国深圳（就本协议而言“中国”，不包括香港、澳门、台湾）。 Party A: Ningbo Chey

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number 001-39564 M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

Mingzhu Announces Unaudited Financial Results for the Six Months Ended June 30, 2023

Exhibit 99.1 Mingzhu Announces Unaudited Financial Results for the Six Months Ended June 30, 2023 SHENZHEN, China, December 27, 2023 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (NASDAQ: YGMZ), an elite provider of logistics and transportation services to businesses, today announced its unaudited financial results for the six months ended June 30, 2023. Mr. Jinlong Yang, CEO o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2023 Commission File Number 001-39564 Mi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2023 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission File Number 001-39564

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) ___________________ INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Excha

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission File Number 001-39564 Mingz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

MingZhu Logistics Receives Nasdaq Notification Regarding Minimum Bid Requirements

Exhibit 99.1 MingZhu Logistics Receives Nasdaq Notification Regarding Minimum Bid Requirements SHENZHEN, July 24, 2023 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (Nasdaq: YGMZ), an elite provider of logistics and transportation services to businesses, today announced that on July 24, 2023, it received a letter from The Nasdaq Stock Market LLC (“Nasdaq”), notifying the Compan

MINGZHU LOGISTICS HOLDINGS LIMITED 27F, Yantian Modern Industry Service Center No. 3018 Shayan Road, Yantian District Shenzhen, Guangdong, China 518081 +86 (755) 2520-9839

MINGZHU LOGISTICS HOLDINGS LIMITED 27F, Yantian Modern Industry Service Center No.

SHARE PURCHASE AGREEMENT by and among MINGZHU LOGISTICS HOLDINGS LIMITED as the Purchaser LIQUOR ALLIANCE INVESTMENT (BVI) LIMITED as the Company THE SHAREHOLDERS OF THE COMPANY NAMED HEREIN as the Sellers Dated as of May 26, 2023 TABLE OF CONTENTS

Exhibit 10.1 SHARE PURCHASE AGREEMENT by and among MINGZHU LOGISTICS HOLDINGS LIMITED as the Purchaser LIQUOR ALLIANCE INVESTMENT (BVI) LIMITED as the Company and THE SHAREHOLDERS OF THE COMPANY NAMED HEREIN as the Sellers Dated as of May 26, 2023 TABLE OF CONTENTS Page I. the share exchange 1 1.1. Purchase and Sale of Shares 1 1.2. Consideration 1 1.3. Company Shareholder Consent 1 II. CLOSING 2

LOCK-UP AGREEMENT

Exhibit 10.2 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made as of May 26, 2023 by and among (i) Mingzhu Logistic Holdings Limited, a Cayman Islands exempted corporation (including any successor entity thereto, the “Company”), and (ii) each of the persons listed on the signature page hereto (collectively, the “Restricted Holders”). Any capitalized term used but not defined in t

NON-COMPETITION AND NON-SOLICITATION AGREEMENT

Exhibit 10.3 NON-COMPETITION AND NON-SOLICITATION AGREEMENT THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of May 26, 2023 by Liquor Alliance Holdings Limited (“Sellers”), and Yuhan Zhao serving as director, officer, manager or employee of the Company (as defined below) or any of its Subsidiaries (“Managers” and, together with Sellers, the

MingZhu Logistics Enters Share Purchase Agreement to Acquire Alliance Liquor

Exhibit 99.1 MingZhu Logistics Enters Share Purchase Agreement to Acquire Alliance Liquor SHENZHEN, May 26, 2023 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (NASDAQ: YGMZ), an elite provider of logistics and transportation services to businesses, today announced it has entered into a Share Purchase Agreement (the “SPA”) to acquire 100% equity of Alliance Liquor Investment (BV

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number 001-39564 Mingzh

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

As filed with the Securities and Exchange Commission on May 18, 2023

As filed with the Securities and Exchange Commission on May 18, 2023 Registration Number: 333-267839 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Bill Huo

Bill Huo Becker & Poliakoff, LLP 45 Broadway, 17th Floor New York, New York 10006 Email: bhuo@beckerlawyers.

MASTER EXCLUSIVE SERVICE AGREEMENT

Exhibit 10.6 独家服务总协议 MASTER EXCLUSIVE SERVICE AGREEMENT 本独家服务总协议（“本协议”）由以下双方于2022年12月20日在深圳市订立： This Master Exclusive Service Agreement (this “Agreement”) is entered into in Shenzhen as of December 20, 2022 by and among the following parties: (1) 深圳市飞鹏纵横供应链管理有限公司（“甲方”），一家根据中华人民共和国（“中国”）法律在中国深圳注册成立的外商独资企业；和 Shenzhen Feipeng Zongheng Supply Chain Management Co., Ltd. (“Party A”), a wholly foreign-ow

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

EXHIBIT 12.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jinlong Yang, certify that: 1. I have reviewed this annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omi

确认及承诺函 LETTER OF CONFIRMATION AND UNDERTAKING

Exhibit 10.17 确认及承诺函 LETTER OF CONFIRMATION AND UNDERTAKING 致：浙江采云联科技有限公司（“独资公司”） Attention: Zhqiang Caiyunlian Technology Co. Ltd. ( “WFOE”) 作为海南智声汽车服务有限公司（“内资企业”）的股东，本人在此确认、承诺及保证，如出现本人死亡、丧失行为能力、离婚或发生任何可能影响本人行使在内资企业的股东权利的情形，本人的继承人、监护人、债权人、配偶或者任何其他有权对本人持有的内资企业之股权主张权利或者利益的其他人均不会在任何情况下以任何方式采取任何可能影响或者妨碍本人履行在本人于2022年1月22日签署的《独家服务总协议》《业务合作协议》《委托协议》《独家购股权协议》和《股权质押协议》（包括其不时修订的版本，以下合称“控制性协议”）下所承担的义务的行动。 A

CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

EXHIBIT 13.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”),

BUSINESS COOPERATION AGREEMENT

Exhibit 10.7 业务合作协议 BUSINESS COOPERATION AGREEMENT 本业务合作协议（“本协议”）由以下各方于2022年12月20日在深圳市订立: This Business Cooperation Agreement (the “Agreement”) is entered into in Shenzhen as of December 20, 2022 by and among the following parties: (1) 深圳市飞鹏纵横供应链管理有限公司（“甲方”），一家根据中华人民共和国（“中国”）法律在中国深圳市注册成立的外商独资企业； Shenzhen Feipeng Zongheng Supply Chain Management Co., Ltd. (“Party A”), a wholly foreign-owned enterpr

MASTER EXCLUSIVE SERVICE AGREEMENT

Exhibit 10.12 独家服务总协议 MASTER EXCLUSIVE SERVICE AGREEMENT 本独家服务总协议（“本协议”）由以下双方于2022年01月22日在杭州订立： This Master Exclusive Service Agreement (this “Agreement”) is entered into in Hangzhou as of January 22, 2022 by and among the following parties: (1) 浙江采云联科技有限公司（“甲方”），一家根据中华人民共和国（“中国”）法律在中国杭州注册成立的外商独资企业；和 Zhqiang Caiyunlian Technology Co. Ltd. (“Party A”), a wholly foreign-owned enterprise registered i

Consent Letter

Exhibit 10.18 同意函 Consent Letter 本人，邢会永（中华人民共和国（下称“中国”）公民，身份证号码：33******1），为周汝英（中国公民，身份证号码：33******7）之合法配偶。本人在此确认已知悉，并且无条件并不可撤销地同意本人配偶签署下列文件（下称“交易文件”），并同意其按照交易文件的规定处置本人配偶持有、并登记在其名下的海南智声汽车服务有限公司（下称“内资企业”）的股权： The undersigned, XING Huiyong, a People’s Republic of China (“China” or the “PRC”) citizen with PRC Identification Card No.: 33******1, is the lawful spouse of ZHOU Ruying, a PRC citizen with

CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

EXHIBIT 13.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”),

PROXY AGREEMENT

Exhibit 10.16 委托协议 PROXY AGREEMENT 本委托协议（“本协议”）于2022年1月22日由以下各方于杭州订立： This Proxy Agreement (this “Agreement”) is entered into in Hangzhou as of January 22, 2022 by and among the following parties: (1) 浙江采云联科技有限公司（“甲方”），一家根据中华人民共和国（“中国”）法律在中国杭州注册成立的外商独资企业； Zhqiang Caiyunlian Technology Co. Ltd. (“Party A”), a wholly foreign-owned enterprise registered in Hangzhou, the People’s Republic of China (“C

EQUITY INTEREST PLEDGE AGREEMENT

Exhibit 10.14 股权质押协议 EQUITY INTEREST PLEDGE AGREEMENT 本股权质押协议（“本协议”）由以下各方于2022年1月22日在杭州订立： This Equity Interest Pledge Agreement (this “Agreement”) is entered into in Hangzhou as of January 22, 2022 by and among the following parties: (1) 质权人（“Pledgee”）: 浙江采云联科技有限公司，一家根据中华人民共和国（“中国”）法律在中国杭州注册成立的外商独资企业； Zhqiang Caiyunlian Technology Co. Ltd., a wholly foreign-owned enterprise registered in Hangzhou

确认及承诺函 LETTER OF CONFIRMATION AND UNDERTAKING

Exhibit 10.11 确认及承诺函 LETTER OF CONFIRMATION AND UNDERTAKING 致：深圳市飞鹏纵横供应链管理有限公司（“独资公司”） Attention: Shenzhen Feipeng Zongheng Supply Chain Management Co., Ltd. (“WFOE”) 作为新疆飞鹏物流有限公司（“内资企业”）的股东，本人在此确认、承诺及保证，如出现本人死亡、丧失行为能力、离婚或发生任何可能影响本人行使在内资企业的股东权利的情形，本人的继承人、监护人、债权人、配偶或者任何其他有权对本人持有的内资企业之股权主张权利或者利益的其他人均不会在任何情况下以任何方式采取任何可能影响或者妨碍本人履行在本人于2022年12月20日签署的《独家服务总协议》《业务合作协议》《委托协议》《独家购股权协议》和《股权质押协议》（包括其不时修订的版本，以

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 12.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jingwei Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or om

业务合作协议 BUSINESS COOPERATION AGREEMENT

Exhibit 10.13 业务合作协议 BUSINESS COOPERATION AGREEMENT 本业务合作协议（“本协议”）由以下各方于2022年1月22日在杭州订立: This Business Cooperation Agreement (the “Agreement”) is entered into in Hangzhou as of January 22, 2022 by and among the following parties: (1) 浙江采云联科技有限公司（“甲方”），一家根据中华人民共和国（“中国”）法律在中国杭州注册成立的外商独资企业； Zhqiang Caiyunlian Technology Co. Ltd. (“Party A”), a wholly foreign-owned enterprise registered in Hangzhou, t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O

EXCLUSIVE OPTION AGREEMENT

Exhibit 10.15 独家购股权协议 EXCLUSIVE OPTION AGREEMENT 本独家购股权协议（“本协议”）于2022年01月22日由以下各方在杭州订立： This Exclusive Option Agreement (this “Agreement”) is entered into in Hangzhou as of January 22, 2022 by and among the following parties: (1) 浙江采云联科技有限公司（“甲方”），一家根据中华人民共和国（“中国”）法律在中国杭州注册成立的外商独资企业； Zhejiang Caiyunlian Technology Co. Ltd. (“Party A”), a wholly foreign-owned enterprise registered in Hangzhou, the

EQUITY INTEREST PLEDGE AGREEMENT

Exhibit 10.8 股权质押协议 EQUITY INTEREST PLEDGE AGREEMENT 本股权质押协议（“本协议”）由以下各方于2022年12月20日在深圳订立： This Equity Interest Pledge Agreement (this “Agreement”) is entered into in Shenzhen as of December 20, 2022 by and among the following parties: (1) 质权人（“Pledgee”）: 深圳市飞鹏纵横供应链管理有限公司，一家根据中华人民共和国（“中国”）法律在中国深圳注册成立的外商独资企业； Shenzhen Feipeng Zongheng Supply Chain Management Co., Ltd., a wholly foreign-owned enterp

EXCLUSIVE OPTION AGREEMENT

Exhibit 10.9 独家购股权协议 EXCLUSIVE OPTION AGREEMENT 本独家购股权协议（“本协议”）于2022年12月20日由以下各方在深圳订立： This Exclusive Option Agreement (this “Agreement”) is entered into in Shenzhen as of December 20, 2022 by and among the following parties: (1) 深圳市飞鹏纵横供应链管理有限公司（“甲方”），一家根据中华人民共和国（“中国”）法律在中国深圳注册成立的外商独资企业； Shenzhen Feipeng Zongheng Supply Chain Management Co., Ltd. (“Party A”), a wholly foreign-owned enterprise reg

PROXY AGREEMENT

Exhibit 10.10 委托协议 PROXY AGREEMENT 本委托协议（“本协议”）于2022年12月20日由以下各方于深圳订立： This Proxy Agreement (this “Agreement”) is entered into in Ningbo as of December 20 , 2022 by and among the following parties: (1) 深圳市飞鹏纵横供应链管理有限公司（“甲方”），一家根据中华人民共和国（“中国”）法律在中国深圳注册成立的外商独资企业； Shenzhen Feipeng Zongheng Supply Chain Management Co., Ltd. (“Party A”), a wholly foreign-owned enterprise registered in Shenzhen, the Peo

DESCRIPTION OF SECURITIES

Exhibit 2.4 DESCRIPTION OF SECURITIES MingZhu Logistics Holdings Limited (“we,” “our,” “us” or the “Company”) is a Cayman Islands company and our affairs are governed by our amended and restated memorandum and articles of association and the Companies Act. On March 12, 2021, the Company consummated an initial public offering (“IPO) of 3,333,335 units (“Unit”), with each Unit consisting of (i) one

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 20-F 1 ea177659-nt20fmingzhulogis.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Repor

As filed with the Securities and Exchange Commission on April 25, 2023

As filed with the Securities and Exchange Commission on April 25, 2023 Registration Number: 333-267839 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Bill Huo

Bill Huo Becker & Poliakoff, LLP 45 Broadway, 17th Floor New York, New York 10006 Email: bhuo@beckerlawyers.

LETTER

United States securities and exchange commission logo April 21, 2023 Jinlong Yang Chief Executive Officer MingZhu Logistics Holdings Limited 27F, Yantian Modern Industry Service Center No.

As filed with the Securities and Exchange Commission on April 10, 2023

As filed with the Securities and Exchange Commission on April 10, 2023 Registration Number: 333-267839 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Bill Huo

Bill Huo Becker & Poliakoff, LLP 45 Broadway, 17th Floor New York, New York 10006 Email: bhuo@beckerlawyers.

LETTER

United States securities and exchange commission logo March 30, 2023 Jingwei Zhang Chief Financial Officer MingZhu Logistics Holdings Limited 27F Yantian Modern Industry Service Center No.

CEO Certificate Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment No.5 to the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date

CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jinlong Yang, certify that: 1. I have reviewed this Amendment No.5 to the annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of

CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jingwei Zhang, certify that: 1. I have reviewed this Amendment No.5 to the annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of

Bill Huo

Bill Huo Becker & Poliakoff, LLP 45 Broadway, 17th Floor New York, New York 10006 Email: bhuo@beckerlawyers.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 5 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 5 TO FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURI

CFO Certificate Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment No.5 to the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date

Accumulated Other Comprehensive (Loss)

Bill Huo Becker & Poliakoff, LLP 45 Broadway, 17th Floor New York, New York 10006 Email: bhuo@beckerlawyers.

LETTER

United States securities and exchange commission logo March 9, 2023 Jingwei Zhang Chief Financial Officer MingZhu Logistics Holdings Limited 27F Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number 001-39564 Ming

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jingwei Zhang, certify that: 1. I have reviewed this Amendment No.4 to the annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 4 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 4 TO FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURI

Bill Huo

Bill Huo Becker & Poliakoff, LLP 45 Broadway, 17th Floor New York, New York 10006 Email: bhuo@beckerlawyers.

CEO Certificate Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment No.4 to the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date

CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jinlong Yang, certify that: 1. I have reviewed this Amendment No.4 to the annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of

CFO Certificate Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment No.4 to the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date

LETTER

United States securities and exchange commission logo February 17, 2023 Jingwei Zhang Chief Financial Officer MingZhu Logistics Holdings Limited 27F Yantian Modern Industry Service Center No.

LETTER

United States securities and exchange commission logo February 17, 2023 Jinlong Yang Chief Executive Officer MingZhu Logistics Holdings Limited 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F AMENDMENT NO. 3 ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F AMENDMENT NO. 3 ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIE

2

CORRESP 1 filename1.htm Bill Huo Becker & Poliakoff, LLP 45 Broadway, 17th Floor New York, New York 10006 Email: [email protected] Phone: (212) 599-3322 Fax: (212) 557-0295 February 8, 2023 VIA EDGAR Division of Corporation Finance Office of Energy & Transportation 450 Fifth Street N.W. Washington, DC 20549 Attention: Mr. Brian McAllister, Mr. Raj Rajan Re: MingZhu Logistics Holdings Limited

CEO Certificate Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment No.3 to the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date

CFO Certificate Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment No.3 to the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date

CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jinlong Yang, certify that: 1. I have reviewed this Amendment No.3 to the annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of

CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jingwei Zhang, certify that: 1. I have reviewed this Amendment No.3 to the annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of

LETTER

United States securities and exchange commission logo February 7, 2023 Jingwei Zhang Chief Financial Officer MingZhu Logistics Holdings Limited 27F Yantian Modern Industry Service Center No.

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Bill Huo Becker & Poliakoff, LLP 45 Broadway, 17th Floor New York, New York 10006 Email: bhuo@beckerlawyers.

As filed with the Securities and Exchange Commission on January 30, 2023

As filed with the Securities and Exchange Commission on January 30, 2023 Registration Number: 333-267839 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

LETTER

United States securities and exchange commission logo January 23, 2023 Jinlong Yang Chief Executive Officer MingZhu Logistics Holdings Limited 27F, Yantian Modern Industry Service Center No.

As filed with the Securities and Exchange Commission on January 6, 2023

F-3/A 1 ea169610-f3a1mingzhu.htm AMENDMENT NO. 1 TO FORM F-3 As filed with the Securities and Exchange Commission on January 6, 2023 Registration Number: 333-267839 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM F-3 Amendment No. 1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MingZhu Logistics Holdings Limited (Exact name of registrant as specified in its c

2

Bill Huo Becker & Poliakoff, LLP 45 Broadway, 17th Floor New York, New York 10006 Email: BHuo@beckerlawyers.

LETTER

United States securities and exchange commission logo January 5, 2023 Jingwei Zhang Chief Financial Officer MingZhu Logistics Holdings Limited 27F Yantian Modern Industry Service Center No.

Form 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

Mingzhu Announces Unaudited Financial Results for the Six Months Ended June 30, 2022

Exhibit 99.1 Mingzhu Announces Unaudited Financial Results for the Six Months Ended June 30, 2022 SHENZHEN, China, December 28, 2022 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (NASDAQ: YGMZ), an elite provider of logistics and transportation services to businesses, today announced its financial results for the six months period ended June 30, 2022. Mr. Jinlong Yang, CEO of M

Form 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

MingZhu to Deploy 700 Hydrogen Fuel Cell Vehicles MingZhu Logistics Reaches Major Next Gen Fuel Transport Cooperation Agreement

Exhibit 99.3 MingZhu to Deploy 700 Hydrogen Fuel Cell Vehicles MingZhu Logistics Reaches Major Next Gen Fuel Transport Cooperation Agreement SHENZHEN, China, December 23, 2022 - MingZhu Logistics Holdings Ltd. (NASDAQ: YGMZ) (the “MingZhu” or “Company”) announced a major next gen fuel transport cooperation, under which it will deploy 700 new generation hydrogen fuel cell vehicles. On December 21,

Non-Competition and Non-Solicitation Agreement.

Exhibit 10.2 NON-COMPETITION AND NON-SOLICITATION AGREEMENT THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of December 21, 2022 by WLH Global (BVI) Limited (“Seller”), and Lihui Wang serving as director, officer, manager or employee of the Company (as defined below) or any of its Subsidiaries (“Managers” and, together with Seller, the “Sub

Share Purchase Agreement, dated as of December 21, 2022, by and among Mingzhu Logistic Holdings Limited, Feipeng Global Limited and the sell named therein.

Exhibit 10.1 SHARE PURCHASE AGREEMENT by and among MINGZHU LOGISTICS HOLDINGS LIMITED as the Purchaser FEIPENG GLOBAL LIMITED as the Company and THE SHAREHOLDERS OF THE COMPANY NAMED HEREIN as the Sellers Dated as of December 21, 2022 TABLE OF CONTENTS Page I. the share exchange 1 1.1. Purchase and Sale of Shares 1 1.2. Consideration 1 1.3. Company Shareholder Consent 1 II. CLOSING 2 2.1. Closing

MingZhu to Acquire Feipeng for Approximately US$15 Million Deal Expands Critical First and Last Mile Slack Coal Transport Network

Exhibit 99.1 MingZhu to Acquire Feipeng for Approximately US$15 Million Deal Expands Critical First and Last Mile Slack Coal Transport Network SHENZHEN, China, December 21, 2022 – MingZhu Logistics Holdings Ltd. (NASDAQ: YGMZ) (the “MingZhu” or “Company”), a leading trucking service provider, today announced it has entered into a Share Purchase Agreement (the “SPA”) to acquire Feipeng Global Limit

MingZhu Executes on US$34 Million Agreement Strategic Bulk Coal Cargo Transport Agreement Targets 240,000 Tons Per Month

Exhibit 99.2 MingZhu Executes on US$34 Million Agreement Strategic Bulk Coal Cargo Transport Agreement Targets 240,000 Tons Per Month SHENZHEN, China, December 22, 2022 - MingZhu Logistics Holdings Ltd. (NASDAQ: YGMZ) (the “MingZhu” or “Company”) today announced the Company has started the execution of a major cooperation agreement with Xinjiang Tianfu Yitong Supply Chain Management Co., Ltd. (the

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CORRESP 1 filename1.htm Becker& Poliakoff, LLP 45 Broadway, 17th Floor New York, New York 10006 November 18, 2022 United States Securities & Exchange Commission Division of Corporation Finance Office of Energy & Transportation 450 Fifth Street N.W. Washington, DC 20549 Attention: Mr. Brian McAllister, Mr. Raj Rajan Re: MingZhu Logistics Holdings Limited Amendment to Form 20-F for the fiscal year e

CEO Certificate Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment No.2 to the Annual Report of MingZhu Logistics Holdings Limited. (the ?Registrant?) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date

Form 20-F/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F AMENDMENT NO. 2 ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIE

CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jingwei Zhang, certify that: 1. I have reviewed this Amendment No. 2 to the annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement o

CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jinlong Yang, certify that: 1. I have reviewed this Amendment No. 2 to the annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of

CFO Certificate Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment No.2 to the Annual Report of MingZhu Logistics Holdings Limited. (the ?Registrant?) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date

LETTER

United States securities and exchange commission logo November 16, 2022 Jingwei Zhang Chief Financial Officer MingZhu Logistics Holdings Limited 27F Yantian Modern Industry Service Center No.

LETTER

United States securities and exchange commission logo November 2, 2022 Jinlong Yang Chief Executive Officer MingZhu Logistics Holdings Limited 27F, Yantian Modern Industry Service Center No.

Calculation of Filing Fee Tables

EX-FILING FEES 4 ea166806ex-feemingzhu.htm FILING FEE TABLE Exhibit 107 Calculation of Filing Fee Tables Form F-3 (Form Type) Mingzhu Logistics Holdings Limited (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Un

Form of Indenture

Exhibit 4.5 MingZhu Logistics Holdings Limited and , as Trustee FORM OF INDENTURE Dated as of , TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 1.1. DEFINITIONS 1 1.2. OTHER DEFINITIONS 4 1.3. INCORPORATION BY REFERENCE OF TRUST INDENTURE ACT 5 1.4. RULES OF CONSTRUCTION 5 ARTICLE 2 THE SECURITIES 5 2.1. ISSUABLE IN SERIES 5 2.2. ESTABLISHMENT OF TERMS OF SERIES OF SE

As filed with the Securities and Exchange Commission on October 12, 2022

As filed with the Securities and Exchange Commission on October 12, 2022 Registration Number: UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

LETTER

United States securities and exchange commission logo October 6, 2022 Jingwei Zhang Chief Financial Officer MingZhu Logistics Holdings Limited 27F Yantian Modern Industry Service Center No.

CEO Certificate Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment No.1 to the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date

English Translation of Consent Letter, dated January 22, 2022, by spouse of shareholder of Hainan Zhisheng Automobile Services Co., Ltd.

Exhibit 10.24 ??? Consent Letter ???????????????????????????????330623197010171811??????????????????330727197305182527??????????????????????????????????????????????????????????????????????????????????????????????????????????? The undersigned, XING Huiyong, a People?s Republic of China (?China? or the ?PRC?) citizen with PRC Identification Card No.: 330623197010171811, is the lawful spouse of ZHOU

English Translation of Letter of Confirmation and Undertaking, dated November 24, 2021, by shareholders of Zhejiang Cheyi Network Technology Co., Ltd.

Exhibit 10.17 ?????? LETTER OF CONFIRMATION AND UNDERTAKING ?????????????????????? Attention: Ningbo Cheyi Enterprise Consulting Co., Ltd. ( ?WFOE?) ???????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????2021?11?24??????????????????????????????????????????????????????????????????????????

English Translation of Equity Interest Pledge Agreement, dated November 24, 2021, by and between Zhejiang Cheyi Network Technology Co., Ltd., Ningbo Cheyi Enterprise Consulting Co., Ltd. and Pledgors named therein.

Exhibit 10.14 ?????? EQUITY INTEREST PLEDGE AGREEMENT ????????????????????2021?11?24??????? This Equity Interest Pledge Agreement (this ?Agreement?) is entered into in Ningbo as of November 24, 2021 by and among the following parties: (1) ?????Pledgee??: ????????????????????????????????????????????????? Ningbo Cheyi Enterprise Consulting Co., Ltd., a wholly foreign-owned enterprise registered in N

English Translation of Master Exclusive Service Agreement, dated November 24, 2021, by and between Zhejiang Cheyi Network Technology Co., Ltd. and Ningbo Cheyi Enterprise Consulting Co., Ltd.

Exhibit 10.12 ??????? MASTER EXCLUSIVE SERVICE AGREEMENT ?????????????????????2021?11?24???????? This Master Exclusive Service Agreement (this ?Agreement?) is entered into in Ningbo as of November 24, 2021 by and among the following parties: (1) ???????????????????????????????????????????????????????? Ningbo Cheyi Enterprise Consulting Co., Ltd. (?Party A?), a wholly foreign-owned enterprise regis

English Translation of Business Cooperation Agreement, dated November 24, 2021, by and among Zhejiang Cheyi Network Technology Co., Ltd., shareholders of Cheyi Network Technology Co., Ltd., Ningbo Cheyi Enterprise Consulting Co., Ltd. and Shareholders named therein.

Exhibit 10.13 ?????? BUSINESS COOPERATION AGREEMENT ????????????????????2021?11?24???????: This Business Cooperation Agreement (the ?Agreement?) is entered into in Ningbo as of November 24, 2021 by and among the following parties: (1) ?????????????????????????????????????????????????????????? Ningbo Cheyi Enterprise Consulting Co., Ltd. (?Party A?), a wholly foreign-owned enterprise registered in

English Translation of Proxy Agreement, dated November 24, 2021, by and among Zhejiang Cheyi Network Technology Co., Ltd., shareholders of Zhejiang Cheyi Network Technology Co., Ltd. and Ningbo Cheyi Enterprise Consulting Co., Ltd.

Exhibit 10.16 ???? PROXY AGREEMENT ?????????????2021?11?24???????????? This Proxy Agreement (this ?Agreement?) is entered into in Ningbo as of November 24, 2021 by and among the following parties: (1) ??????????????????????????????????????????????????????? Ningbo Cheyi Enterprise Consulting Co., Ltd. (?Party A?), a wholly foreign-owned enterprise registered in Hangzhou, the People?s Republic of Ch

CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jinlong Yang, certify that: 1. I have reviewed this Amendment No. 1 to the annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of

English Translation of Exclusive Option Agreement, dated January 22, 2022, by and among Hainan Zhisheng Automobile Services Co., Ltd., shareholders of Hainan Zhisheng Automobile Services Co., Ltd. and Zhejiang Caiyunlian Technology Co., Ltd.

Exhibit 10.21 ??????? EXCLUSIVE OPTION AGREEMENT ????????????????2022?01?22???????????? This Exclusive Option Agreement (this ?Agreement?) is entered into in Hangzhou as of January 22, 2022 by and among the following parties: (1) ?????????????????????????????????????????????????????? Zhejiang Caiyunlian Technology Co. Ltd. (?Party A?), a wholly foreign-owned enterprise registered in [ ], the Peopl

CFO Certificate Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment No.1 to the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date

English Translation of Exclusive Option Agreement, dated November 24, 2021, by and among Zhejiang Cheyi Network Technology Co., Ltd., shareholders of Zhejiang Cheyi Network Technology Co., Ltd. and Ningbo Cheyi Enterprise Consulting Co., Ltd.

Exhibit 10.15 ??????? EXCLUSIVE OPTION AGREEMENT ????????????????2021?11?24???????????? This Exclusive Option Agreement (this ?Agreement?) is entered into in Ningbo as of November 24, 2021 by and among the following parties: (1) ??????????????????????????????????????????????????????? Ningbo Cheyi Enterprise Consulting Co., Ltd. (?Party A?), a wholly foreign-owned enterprise registered in Ningbo, t

English Translation of Master Exclusive Service Agreement, dated January 22, 2022, by and between Hainan Zhisheng Automobile Services Co., Ltd. and Zhejiang Caiyunlian Technology Co., Ltd.

Exhibit 10.18 ??????? MASTER EXCLUSIVE SERVICE AGREEMENT ?????????????????????2022?01?22??????? This Master Exclusive Service Agreement (this ?Agreement?) is entered into in Hangzhou as of January 22, 2022 by and among the following parties: (1) ??????????????????????????????????????????????????????? Zhejiang Caiyunlian Technology Co. Ltd. (?Party A?), a wholly foreign-owned enterprise registered

English Translation of Letter of Confirmation and Undertaking, dated January 22, 2022, by shareholders of Hainan Zhisheng Automobile Services Co., Ltd.

Exhibit 10.23 ?????? LETTER OF CONFIRMATION AND UNDERTAKING ????????????????????? Attention: Zhejiang Caiyunlian Technology Co. Ltd. ( ?WFOE?) ???????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????????2022?1?22????????????????????????????????????????????????????????????? ???????????????????

English Translation of Equity Interest Pledge Agreement, dated January 22, 2022, by and between Hainan Zhisheng Automobile Services Co., Ltd., Zhejiang Caiyunlian Technology Co., Ltd, and Pledgors named therein.

Exhibit 10.20 ?????? EQUITY INTEREST PLEDGE AGREEMENT ????????????????????2022?1?22??????? This Equity Interest Pledge Agreement (this ?Agreement?) is entered into in Hangzhou as of January 22, 2022 by and among the following parties: (1) ?????Pledgee??: ???????????????????????????????????????????????? Zhejiang Caiyunlian Technology Co. Ltd., a wholly foreign-owned enterprise registered in Hangzho

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 1 TO FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 1 TO FORM 20-F ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURI

English Translation of Proxy Agreement, dated January 22, 2022, by and among Hainan Zhisheng Automobile Services Co., Ltd., shareholders of Hainan Zhisheng Automobile Services Co., Ltd. and Zhejiang Caiyunlian Technology Co., Ltd.

Exhibit 10.22 ???? PROXY AGREEMENT ?????????????2022?1?22???????????? This Proxy Agreement (this ?Agreement?) is entered into in Hangzhou as of January 22, 2022 by and among the following parties: (1) ?????????????????????????????????????????????????????? Zhejiang Caiyunlian Technology Co. Ltd. (?Party A?), a wholly foreign-owned enterprise registered in Hangzhou, the People?s Republic of China (?

CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jingwei Zhang, certify that: 1. I have reviewed this Amendment No.1 to the annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of

2

CORRESP 1 filename1.htm Becker & Poliakoff, LLP 45 Broadway, 17th Floor New York, New York 10006 September 13, 2022 United States Securities & Exchange Commission Division of Corporation Finance Office of Energy & Transportation 450 Fifth Street N.W. Washington, DC 20549 Attention: Mr. Brian McAllister, Mr. Raj Rajan Re: MingZhu Logistics Holdings Limited Form 20-F for the fiscal year ended Decemb

English Translation of Business Cooperation Agreement, dated January 22, 2022, by and among Hainan Zhisheng Automobile Services Co., Ltd., shareholders of Hainan Zhisheng Automobile Services Co., Ltd. and Zhejiang Caiyunlian Technology Co., Ltd.

Exhibit 10.19 ?????? BUSINESS COOPERATION AGREEMENT ????????????????????2022?1?22??????: This Business Cooperation Agreement (the ?Agreement?) is entered into in Hangzhou as of January 22, 2022 by and among the following parties: (1) ?????????????????????????????????????????????????????? Zhejiang Caiyunlian Technology Co. Ltd. (?Party A?), a wholly foreign-owned enterprise registered in Hangzhou,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number 001-39564

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant?s name into English) 27F, Yantian Modern Industry Service Center No.

LETTER

United States securities and exchange commission logo August 30, 2022 Jingwei Zhang Chief Financial Officer MingZhu Logistics Holdings Limited 27F Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 2)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 2) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K/A REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number 001-39564 M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K/A REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant?s name into English) 27F, Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi

Form 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant’s name into English) 27F, Yantian Modern Industry Service Center No.

LETTER

United States securities and exchange commission logo July 20, 2022 Jingwei Zhang Chief Financial Officer MingZhu Logistics Holdings Limited 27F Yantian Modern Industry Service Center No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of

Description of Securities

Exhibit 2.4 DESCRIPTION OF SECURITIES MingZhu Logistics Holdings Limited (?we,? ?our,? ?us? or the ?Company?) is a Cayman Islands company and our affairs are governed by our amended and restated memorandum and articles of association and the Companies Act. On March 12, 2021, the Company consummated an initial public offering (?IPO) of 3,333,335 units (?Unit?), with each Unit consisting of (i) one

CEO Certificate Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date hereof (the “Report”),

English translation of Working Capital Loan Agreement dated October 15, 2020, by and between Communications Bank and Shenzhen Yangang Mingzhu Freight Industry Co., Ltd.

Exhibit 10.10 No.: Yangang Pearl No. 2020 Working capital loan contract Important hint Please read the full text of this contract carefully, especially the clauses marked with **. If in doubt, please ask the lender for clarification in a timely manner. In view of the fact that the borrower applies to the lender for a working capital loan amount, in order to clarify the rights and obligations of bo

English translation of Working Capital Loan Supplementary Agreement dated April 29, 2021, by and between Communications Bank and Shenzhen Yangang Mingzhu Freight Industry Co., Ltd.

Exhibit 10.11 Supplementary Agreement to working Capital Loan Contract Borrower: Shenzhen Yangang Mingzhu Freight Industry Co., LTD Legal representative (responsible person): Jinlong Yang Lender: Bank of Communications Co., LTD. Shenzhen Branch Responsible person: Tang Ling Guarantor: Shenzhen Yangang Pearl Logistics Co., LTD Legal representative: Yang Guizhi Guarantor: Yang Jinlong Type of certif

CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jinlong Yang, certify that: 1. I have reviewed this annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omi

CFO Certificate Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of MingZhu Logistics Holdings Limited. (the “Registrant”) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date hereof (the “Report”),

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O

English translation of Comprehensive Credit Agreement, dated November 5, 2021, by and between Everbright Bank and Shenzhen Yangang Mingzhu Freight Industry Co., Ltd.

Exhibit 10.8 Comprehensive Credit Agreement Credit Receiver: Shenzhen Yangang Mingzhu Freight Industry Co., Ltd. Address: 27th Floor, Yantian Modern Industry Service Center, No. 3018, Shayan Road, Shatoujiao Street, Yantian District, Shenzhen Legal representative: Jinlong Yang Tel: 0755- 25201 833 fax: Credit Grantor: (Party B) China Everbright Bank Co., Ltd. Shenzhen Branch Address: Everbright Ba

CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jingwei Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of MingZhu Logistics Holdings Limited.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or om

English translation of Working Capital Loan Agreement, dated November 12, 2021, by and between Everbright Bank and Shenzhen Yangang Mingzhu Freight Industry Co., Ltd.

Exhibit 10.9 Comprehensive Credit Agreement Credit Receiver: Shenzhen Yangang Mingzhu Freight Industry Co., Ltd. Address: 27th Floor, Yantian Modern Industry Service Center, No. 3018, Shayan Road, Shatoujiao Street, Yantian District, Shenzhen Legal representative: Jinlong Yang Tel: 0755- 25201 833 fax: Credit Grantor: (Party B) China Everbright Bank Co., Ltd. Shenzhen Branch Address: Everbright Ba

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report o

MingZhu Logistics Enters into Share Purchase Agreement to Acquire Yinhua (BVI) Limited

Exhibit 99.1 MingZhu Logistics Enters into Share Purchase Agreement to Acquire Yinhua (BVI) Limited SHENZHEN, China, March 14, 2022 ? MingZhu Logistics Holdings Ltd. (NASDAQ: YGMZ) (the ?MingZhu? or ?Company?), a leading trucking service provider, today announced it has entered into a Share Purchase Agreement to acquire Yinhua (BVI) Limited (the ?Yinhua?), which develops and operates a comprehensi

Non-Competition and Non-Solicitation Agreement.

Exhibit 10.3 NON-COMPETITION AND NON-SOLICITATION AGREEMENT THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this ?Agreement?) is being executed and delivered as of March 14, 2022 by ECF (BVI) Limited and GYX Global Limited (?Sellers?), and Xiangyin Guo serving as director, officer, manager or employee of the Company (as defined below) or any of its Subsidiaries (?Managers? and, together with

Lock-Up Agreement.

Exhibit 10.2 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this ?Agreement?) is made as of March 14, 2022 by and among (i) Mingzhu Logistic Holdings Limited, a Cayman Islands exempted corporation (including any successor entity thereto, the ?Company?), and (ii) each of the persons listed on the signature page hereto (collectively, the ?Restricted Holders?). Any capitalized term used but not defined in

Share Purchase Agreement, dated as of March 18, 2022, by and among Mingzhu Logistic Holdings Limited, YINHUA (BVI) LIMITED and sellers named therein. (incorporated herein by reference to Exhibit 10.1 to the Form 6-K filed with the SEC on March 18, 2022).

Exhibit 10.1 SHARE PURCHASE AGREEMENT by and among MINGZHU LOGISTICS HOLDINGS LIMITED as the Purchaser YINHUA (BVI) LIMITED as the Company and THE SHAREHOLDERS OF THE COMPANY NAMED HEREIN as the Sellers Dated as of March 14, 2022 TABLE OF CONTENTS PAGE I. the share exchange 1 1.1. Purchase and Sale of Shares 1 1.2. Consideration 1 1.3. Company Shareholder Consent 2 IIi. CLOSING 2 2.1. Closing 2 Iv

Form 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number 001-39564 Mingzhu Logistics Holdings Limited (Translation of registrant?s name into English) 27F, Yantian Modern Industry Service Center No.