{"url_path":"/sec/ocg/10-k/2026/item-16g","section_key":"item-16g","section_title":"Item 16G CORPORATE GOVERNANCE**","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-14","source_url":"https://www.sec.gov/Archives/edgar/data/1776067/0001213900-26-056688-index.html","accession_number":"0001213900-26-056688","cik":"0001776067","ticker":"OCG","issuer_name":"Oriental Culture Holding LTD","edgar_url":"https://www.sec.gov/Archives/edgar/data/1776067/0001213900-26-056688-index.html","primary_entity_key":"0001776067","primary_entity_name":"Oriental Culture Holding LTD"},"word_count":552,"has_tables":true,"body_markdown":"**ITEM 16G. CORPORATE GOVERNANCE**\n\n** **\n\nAs a Cayman Islands exempted company listed on\nthe Nasdaq Capital Market, or Nasdaq, we are subject to the Nasdaq corporate governance requirements. However, Nasdaq rules permit a foreign\nprivate issuer like us to follow the corporate governance practices of its home country. Certain corporate governance practices in the\nCayman Islands, which is our home country, may differ significantly from the Nasdaq corporate governance requirements. Currently, we follow\nour home country practice in lieu of the provisions under Rule 5620(a), Rule 5635(a)(1), Rule 5635(b), Rule 5635(c) and Rule 5635(d) of\nthe NASDAQ Stock Market Marketplace Rules (the “Rules”). Rule 5620(a) requires that the Company to hold an annual meeting\nof shareholders no later than one year after the end of the Company’s fiscal year-end; Rule 5635(a)(1) of the Rules requires shareholder\napproval for the issuance of securities in connection with the acquisition of the stock or assets of another company; Rule 5635(b) of\nthe Rules requires shareholder approval for the issuance of securities when the issuance will result in a change of control of the company;\nRule 5635(c) of the Rules requires shareholder approval for share incentive plans; and Rule 5635(d) of the Rules requires shareholder\napproval for the issuance of securities, other than in a public offering, equal to 20% or more of the voting power outstanding before\nthe issuance for less than the greater of book or market value of the stock. The corporate governance practice in our home country, the\nCayman Islands, does not require the Company to follow or comply with the requirements of Rule 5620(a), Rule 5635(a)(1), Rule 5635(b),\nRule 5635(c) and Rule 5635(d). If we choose to follow additional home country practice in the future, our shareholders may be afforded\nless protection than they would otherwise enjoy under the Nasdaq corporate governance requirements applicable to U.S. domestic issuers.\nSee “*Item 3. Key Information — D. Risk Factors— Risks Related to Our Ordinary Shares—Because we are a foreign\nprivate issuer and are exempt from certain NASDAQ corporate governance standards applicable to U.S. issuers, you may have less protection\nthan you would have if we were a domestic issuer.*”\n\n \n\nFurthermore, we are also permitted to rely on exemptions afforded to\ncontrolled companies. We are a “controlled company” as defined under the Nasdaq Stock Market Rules because Mr. Aimin Kong,\nour Chief Operating Officer, beneficially owns 70% of Hao Shun Investments Limited which owns all of our outstanding preferred shares\nwith 15 votes each and is able to exercise over 50% of our total voting power. For so long as we remain a controlled company under that\ndefinition, we are permitted to elect to rely, and may rely, on certain exemptions from corporate governance rules. If we choose to rely\non these exemptions in the future, our shareholders may not be afforded the same protection that they would otherwise enjoy under these\nexempted Nasdaq corporate governance rules.\n\n \n\nSee “*Item 3. Key Information — D. Risk Factors—\nRisks Related to Our Ordinary Shares— We are a “controlled company” as defined under the Nasdaq Stock Market Rules.\nAs a result, we may rely on exemptions from certain corporate governance requirements and holders of our Ordinary Shares may not have\nthe same protections generally available to shareholders of other companies listed on stock exchanges in the United States.”*"}