UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Silver Dragon Resources Inc.
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
827692104
(CUSIP Number)
Ms. Chan King Yuet
10/F, Asia Rich Court, No. 5 Staunton Street
Central, Hong Kong
(852) 9270-8334
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
with a copy to
Paul J. Pollock
Crowell & Moring LLP
590 Madison Avenue, 20th Floor
New York, NY 10022
(212) 223-4000
November 29, 2015
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 827692104 |
1 | Names of reporting persons
Chan King Yuet | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
150,000 | ||||
8 | Shared voting power
160,358,5981 | |||||
9 | Sole dispositive power
150,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
160,508,598 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
53.5% | |||||
14 | Type of reporting person (see instructions)
IN |
1 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person as Representative (as such term is defined in the Voting Agreement and as set forth in Item 2 below) may be deemed to have shared voting power over 160,358,598 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Barry King Hon Chan | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Australia | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
16,124,2382 | |||||
9 | Sole dispositive power
16,124,238 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
16,124,238 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
5.4% | |||||
14 | Type of reporting person (see instructions)
IN |
2 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 16,124,238 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Magnolia Ulan Fung | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
2,000,0003 | |||||
9 | Sole dispositive power
2,000,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
2,000,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.7% | |||||
14 | Type of reporting person (see instructions)
IN |
3 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 2,000,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Su Hu | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Peoples Republic of China | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
400,0004 | |||||
9 | Sole dispositive power
400,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
400,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.1% | |||||
14 | Type of reporting person (see instructions)
IN |
4 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 400,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Hing Choi Hui | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
1,486,3105 | |||||
9 | Sole dispositive power
1,486,310 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
1,486,310 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.5% | |||||
14 | Type of reporting person (see instructions)
IN |
5 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 1,486,310 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Yun Ming Roger Leung and Yuen Wah Leung (JT TEN) | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
897,1066 | |||||
9 | Sole dispositive power
897,106 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
897,106 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.3% | |||||
14 | Type of reporting person (see instructions)
IN |
6 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 897,106 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Wai Ngai Hui | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
2,423,9307 | |||||
9 | Sole dispositive power
2,423,930 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
2,423,930 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.8% | |||||
14 | Type of reporting person (see instructions)
IN |
7 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 2,423,930 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Ng Hon Ming and Sze Wang (JT TEN) | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
1,000,0008 | |||||
9 | Sole dispositive power
1,000,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
1,000,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.3% | |||||
14 | Type of reporting person (see instructions)
IN |
8 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 1,000,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Yang Jing Xian | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Peoples Republic of China | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
500,0009 | |||||
9 | Sole dispositive power
500,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
500,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.2% | |||||
14 | Type of reporting person (see instructions)
IN |
9 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 500,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Samuel Tan Hock Meng | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Canada | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
6,998,83610 | |||||
9 | Sole dispositive power
6,988,836 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
6,988,836 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
2.3% | |||||
14 | Type of reporting person (see instructions)
IN |
10 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 6,988,836 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Mo Hing Wai | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
3,908,00011 | |||||
9 | Sole dispositive power
3,908,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
3,908,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
1.3% | |||||
14 | Type of reporting person (see instructions)
IN |
11 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 3,908,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Chang Yun Chi | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
110,00012 | |||||
9 | Sole dispositive power
110,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
110,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
12 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 110,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Jovin Chim Chai Shan | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
100,00013 | |||||
9 | Sole dispositive power
100,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
100,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
13 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 100,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Ma Fun Chiu | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
5,884,22614 | |||||
9 | Sole dispositive power
5,884,226 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
5,884,226 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
2.0% | |||||
14 | Type of reporting person (see instructions)
IN |
14 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 5,884,226 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Wong Nga Chung | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
100,00015 | |||||
9 | Sole dispositive power
100,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
100,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
15 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 100,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Yau Sik Hon | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
100,00016 | |||||
9 | Sole dispositive power
100,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
100,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
16 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 100,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Edmond Man Gong Dang | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Canada | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
4,890,00017 | |||||
9 | Sole dispositive power
4,890,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
4,890,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
1.6% | |||||
14 | Type of reporting person (see instructions)
IN |
17 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 4,890,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Chan Yin Wa | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
50,00018 | |||||
9 | Sole dispositive power
50,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
50,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
18 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 50,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Ho Man Kei | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
50,00019 | |||||
9 | Sole dispositive power
50,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
50,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
19 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 50,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Lai Chun Hung | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
50,00020 | |||||
9 | Sole dispositive power
50,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
50,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
20 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 50,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Lau Kam Kwai | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
50,00021 | |||||
9 | Sole dispositive power
50,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
50,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
21 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 50,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
David Lau Man Chu | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
50,00022 | |||||
9 | Sole dispositive power
50,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
50,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
22 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 50,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Leung Yuet Wah | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
112,50023 | |||||
9 | Sole dispositive power
112,500 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
112,500 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
23 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 112,500 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Lincoln Wong | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
50,00024 | |||||
9 | Sole dispositive power
50,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
50,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
24 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 50,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Yau Shu Cheung | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
50,00025 | |||||
9 | Sole dispositive power
50,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
50,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
25 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 50,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Yam Wai Yee | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
500,00026 | |||||
9 | Sole dispositive power
500,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
500,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.2% | |||||
14 | Type of reporting person (see instructions)
IN |
26 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 500,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Peter Lam Yuk Ho | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
4,500,00027 | |||||
9 | Sole dispositive power
4,500,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
4,500,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
1.5% | |||||
14 | Type of reporting person (see instructions)
IN |
27 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 4,500,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Bonnio Lee Kwong Chak | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
4,595,98328 | |||||
9 | Sole dispositive power
4,595,983 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
4,595,983 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
1.5% | |||||
14 | Type of reporting person (see instructions)
IN |
28 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 4,595,983 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Leung Yuet Ngor | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
20,00029 | |||||
9 | Sole dispositive power
20,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
20,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
29 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 20,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Mimi Tang Kam Yiu | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
20,00030 | |||||
9 | Sole dispositive power
20,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
20,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
30 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 20,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Chan Si Wa | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Taiwan ROC | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
10,00031 | |||||
9 | Sole dispositive power
10,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
10,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
31 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 10,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Hsieh Jen Feng | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Taiwan ROC | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
90,00032 | |||||
9 | Sole dispositive power
90,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
90,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
32 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 90,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Lai Cheng Yang | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Taiwan ROC | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
10,00033 | |||||
9 | Sole dispositive power
10,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
10,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
33 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 10,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Lau Wong Bebbie Suet Wa | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Taiwan ROC | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
10,00034 | |||||
9 | Sole dispositive power
10,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
10,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
34 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 10,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Lee Meng Hung | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Taiwan ROC | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
10,00035 | |||||
9 | Sole dispositive power
10,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
10,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
35 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 10,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Annie Hung | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
30,00036 | |||||
9 | Sole dispositive power
30,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
30,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
36 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 30,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Karina Ng | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
70,00037 | |||||
9 | Sole dispositive power
70,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
70,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
37 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 70,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Lam Ken | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
50,00038 | |||||
9 | Sole dispositive power
50,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
50,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.0% | |||||
14 | Type of reporting person (see instructions)
IN |
38 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 50,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Joanna Wong | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
1,308,06539 | |||||
9 | Sole dispositive power
1,308,065 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
1,308,065 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.4% | |||||
14 | Type of reporting person (see instructions)
IN |
39 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 1,308,065 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Tang Ching Wan | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
183,00040 | |||||
9 | Sole dispositive power
183,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
183,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.1% | |||||
14 | Type of reporting person (see instructions)
IN |
40 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 183,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Tsang Mun Ting | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
80,321,40941 | |||||
9 | Sole dispositive power
80,321,409 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
80,321,409 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
26.8% | |||||
14 | Type of reporting person (see instructions)
IN |
41 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 80,321,409 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Kin Chung Cheng and Mei Mei Rebecca Yim (JTEN) | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
531,64742 | |||||
9 | Sole dispositive power
531,647 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
531,647 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.2% | |||||
14 | Type of reporting person (see instructions)
IN |
42 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 531,647 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Sut Kit Cheng | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
2,034,94843 | |||||
9 | Sole dispositive power
2,034,948 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
2,034,948 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.7% | |||||
14 | Type of reporting person (see instructions)
IN |
43 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 2,034,948 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Chi Fai Wong | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
486,10044 | |||||
9 | Sole dispositive power
486,100 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
486,100 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.2% | |||||
14 | Type of reporting person (see instructions)
IN |
44 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 486,100 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Mei Mei Rebecca Yim | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
235,03245 | |||||
9 | Sole dispositive power
235,032 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
235,032 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.1% | |||||
14 | Type of reporting person (see instructions)
IN |
45 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 235,032 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Hiroo Mahtani and Maya Mahtani (JT TEN) | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
350,00046 | |||||
9 | Sole dispositive power
350,000 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
350,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.1% | |||||
14 | Type of reporting person (see instructions)
IN |
46 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 350,000 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Man Kwan Fong | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
12,483,26647 | |||||
9 | Sole dispositive power
10,987,188 | |||||
10 | Shared dispositive power
1,496,078 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
12,483,266 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
4.2% | |||||
14 | Type of reporting person (see instructions)
IN |
47 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 12,483,266 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
David Wung Pok LIU | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
3,376,76048 | |||||
9 | Sole dispositive power
3,376,760 | |||||
10 | Shared dispositive power
-0- | |||||
11 |
Aggregate amount beneficially owned by each reporting person
3,376,760 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
1.1% | |||||
14 | Type of reporting person (see instructions)
IN |
48 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting power over 3,376,760 shares of common stock. |
CUSIP No. 827692104 |
1 | Names of reporting persons
Kerry Ka Yan Ng | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Hong Kong SAR | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
-0- | ||||
8 | Shared voting power
1,496,07849 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
1,496,07850 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
1,496,078 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0.5% | |||||
14 | Type of reporting person (see instructions)
IN |
49 | Due to a Voting Agreement (further described in Item 6 of this Schedule 13D), the Reporting Person may be deemed to have shared voting and dispositive power over 1,496,078 shares of common stock. |
5050 |
CUSIP No. 827692104
EXPLANATORY NOTE
This Amendment No. 3 to Schedule 13D (Amendment No. 3) is being filed with respect to the shares of Common Stock, $0.0001 par value (the Common Stock) of Silver Dragon Resources Inc., a Delaware corporation (the Issuer). This Amendment No. 3 amends and supplements the Schedule 13D previously filed with the Securities and Exchange Commission (the SEC) on April 12, 2013 (the Schedule 13D) as amended by Amendment No 1 filed with the SEC on April 17, 2013 (Amendment No. 1) and Amendment No. 2 filed with the SEC on October 27, 2015 (Amendment No. 2). Each Item below amends and supplements the information disclosed under the corresponding Item of the Schedule 13D, as amended. Unless otherwise indicated herein, capitalized terms used but not defined in this Amendment No. 3 shall have the same meaning herein as are ascribed to such terms in the Schedule 13D. Except as set forth herein, this Amendment No. 3 does not modify any of the information previously reported by the Reporting Persons in the Schedule 13D as amended.
Item 2. Identity and Background
This Schedule 13D is jointly filed by:
1. | Chan King Yuet |
2. | Barry King Hon Chan |
3. | Magnolia Ulan Fung |
4. | Su Hu |
5. | Hing Choi Hui |
6. | Yun Ming Roger Leung and Yuen Wah Leung (JT TEN) |
7. | Wai Ngai Hu |
8. | Ng Hon Ming and Sze Wang (JT TEN) |
9. | Yang Jing Xian |
10. | Samuel Tan Hock Meng |
11. | Mo Hing Wai |
12. | Chang Yun Chi |
13. | Jovin Chim Chai Shan |
14. | Ma Fun Chiu |
15. | Wong Nga Chung |
16. | Yau Sik Hon |
17. | Edmond Man Gong Dang |
18. | Chan Yin Wa |
19. | Ho Man Kei |
20. | Lai Chun Hung |
21. | Lau Kam Kwai |
22. | David Lau Man Chu |
23. | Leung Yuet Wah |
24. | Lincoln Wong |
25. | Yau Shu Cheung |
26. | Yam Wai Yee |
27. | Peter Lam Yuk Ho |
28. | Bonnio Lee Kwong Chak |
29. | Leung Yuet Ngor |
30. | Mimi Tang Kam Yiu |
31. | Chan Si Wa |
32. | Hsieh Jen Feng |
33. | Lai Cheng Yang |
34. | Lau Wong Bebbie Suet Wa |
35. | Lee Meng Hung |
36. | Annie Hung |
37. | Karina Ng |
38. | Lam Ken |
39. | Joanna Wong |
40. | Tang Ching Wan |
41. | Tsang Mun Ting |
42. | Kin Chung Cheng and Mei Mei Rebecca Yim (JT TEN) |
43. | Sut Kit Cheng |
44. | Chi Fai Wong |
45. | Mei Mei Rebecca Yim |
46. | Hiroo Mahtani and Maya Mahtani (JT TEN) |
47. | Man Kwon Fong |
48. | David Wung Pok LIU |
49. | Kerry Ka Yan Ng |
These individuals are collectively referred to herein as the Reporting Persons and each separately a Reporting Person. The Reporting Persons are making this single joint filing, because they may be deemed to constitute a group within the meaning of Rule 13d-5 and/or Section 13(d)(3) of the Act, although neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the entities or person that such a group exists. Each Reporting Person (with the exception of the Ms. Chan King Yuet) have appointed Ms. Chan King Yuet as the stockholder representative (the Representative) of the group that may be deemed to have been formed, as set forth in the Voting Agreement and the Joinder Agreement to the Voting Agreement.
The address for each of the Reporting Persons is as follows:
1. | Chan King Yuet - 10/F, Asia Rich Court, No. 5 Staunton Street, Central, Hong Kong |
2. | Barry King Hon Chan - 122, 5 Shouson Hill Road, Aberdeen, Hong Kong |
3. | Magnolia Ulan Fung - 8/F, 26 Belleview Drive, Repulse Bay, Hong Kong |
4. | Su Hu - 9/F, Tower One, Granville Garden, NT, Hong Kong |
5. | Hing Choi Hui - 1407-8, 21-23 Tai Lin Pai Road, Kwai Chung, NT, Hong Kong |
6. | Yun Ming Roger Leung and Yuen Wah Leung (JT TEN) - F, 27F, B6, City Garden, North Point, Hong Kong |
7. | Wai Ngai Hu - Flat E, 16/F, Block 4, Verbera Heights, Mao Tai Road, Tseung Kwan O, Hong Kong |
8. | Ng Hon Ming and Sze Wang (JT TEN) - 29/F., Block C, Po Garden, 9 Brewin Path, H.K. and 19B, Grand Deco Tower, 26 Tai Hang Rd., H.K., respectively. |
9. | Yang Jing Xian - Flat 3B, Block 5, Serenity Place, 88 Po Hong Rd., Tseng Kwan O, N.T., H.K. |
10. | Samuel Tan Hock Meng - Flat D, 33/F., Tower 7, Park Avenue, 18 Hoi Ting Rd., Kowloon, H.K. |
11. | Mo Hing Wai - Flat 9, 23/F., Wah Pik House, Ching Wah Court, Tsing Yi Island, H.K. |
12. | Chang Yun Chi - 6F-5, No. 126, Wucyuan W. 4th St., West Dis., Taichung City 403, Taiwan (R.O.C) |
13. | Jovin Chim Chai Shan - A1, 1/F., Villa De Moorsom, 12 Boyce Rd., Jardines Lookout, H.K. |
14. | Ma Fun Chiu - Flat D, 6/F., Block 34, Parc Versailles I, 3 Mui Shu Hang Rd., Tai Po, N.T., H.K. |
15. | Wong Nga Chung - Flat A, 19/F., Union Court, 18 Fu Kin Street, Tai Wai, H.K. |
16. | Yau Sik Hon - Flat 5B, 20 Macdonnell Rd., Central, H.K. |
17. | Edmond Man Gong Dang - 10/F, Asiarich court, No5 Staunton Street, HK |
18. | Chan Yin Wa- Rm 1417, Hin Tak Hse, Hin Keng Est., Shatin, N.T., H.K. |
19. | Ho Man Kei - Flat 07, 5/F., Block Q, Telford Graden, Kowloon Bay, Kowloon, H.K. |
20. | Lai Chun Hung - Rm 1203, Hing Hong Hse, Hing Tung Est., SKW, H.K. |
21. | Lau Kam Kwai - 4 Shan Kai Wat Ha Tsuen, Fanling, N.T., H.K. |
22. | David Lau Man Chu - Rm 1714, Block M, Kornhill, Quarry Bay, H.K. |
23. | Leung Yuet Wah - Flat E, 22/F., Block 5, Island Harbourview, 11 Hoi Fai Rd., Tai Kok Tsui, Kowloon, H.K. |
24. | Lincoln Wong - Apt 1006, No 1 Lane, 50 Xicon Rd., Shanghai, China 20065 |
25. | Yau Shu Cheung - 37/F., New World Tower, 18 Queens Rd., Central, H.K. |
26. | Yam Wai Yee - 2711 Tsuen Wing House, Lai Tak Tsuen, Tai Hang, H.K. |
27. | Peter Lam Yuk Ho - 8C Sunlight Bldg., 273 Shun Ning Rd., Kowloon, H.K. |
28. | Bonnio Lee Kwong Chak - Flat B, 26/F., Tower 2, Island Harbourview, 11 Hoi Fai Rd., Kowloon, H.K. |
29. | Leung Yuet Ngor - Flat C, 32/F., Tower I, Korville, 38 Yau Man Street, H.K. |
30. | Mimi Tang Kam Yiu - Rm A, 4/F., Block 6, Grandeur Graden, Tai Wai, N.T., H.K. |
31. | Chan Si Wa - 9F-1, No. 559, YoungChun Z, Rd., Nantun Dis., Taichung City 48, Taiwan. |
32. | Hsieh Jen Feng - 6F-5, No. 126, Wucyuan W. 4th St., West Dis., Taichung City 403, Taiwan (R.O.C) |
33. | Lai Cheng Yang - No. 211, Sec.1, Liaoning Rd., Beitun Dis., Taichung City 406, Taiwan (R.O.C) |
34. | Lau Wong Bebbie Suet Wa - Flat A, 3/F., Cedar 3, The Hillgrove, 9 Tsing Fat Lane, Siu Lam, N.T., H.K. |
35. | Lee Meng Hung - 6/F., No. 24-1, Lane 137, Sec. 2, Chungshan N Rd., Taipei City, Taiwan (R.O.C) |
36. | Annie Hung - 4/F, Ho Man Tin Road, HK |
37. | Karina Ng - Flat B, 23/F, Tsing Lung Garden Shatin HK |
38. | Lam Ken - Flat A, 21/F, Block A, Wah Lung Garden, NT, HK |
39. | Joanna Wong - Flat B, 29/.F, 31 Cameron Road, HK |
40. | Tang Ching Wan - Flat C, 22/F, Tower 9, Vista Paradiso, Ma On Shan, Shatin, N.T., H.K. |
41. | Tsang Mun Ting - Flat D, 31/F, Block C. Noble Place, 10 King Fung Path, HK |
42. | Kin Chung Cheng and Mei Mei Rebecca Yim (JT TEN) - Flat A, 11/F, Block 1. Royal Escot, 1 Tsun King Rd, Shatin, HK |
43. | Sut Kit Cheng - Block 7, 8/F, Flat E, Tsaing Yi Garden, 7-19 Tsaing Yi street, HK |
44. | Chi Fai Wong - Room 3409, Fung Yam House, On Yam Estate, HK |
45. | Mei Mei Rebecca Yim - Flat A, 11/F, Block 1. Royal Escot, 1 Tsun King Rd, Shatin, HK |
46. | Hiroo Mahtani and Maya Mahtani (JT TEN) - Flat B, 29/F, 2 Robinson Road, central, HK |
47. | Man Kwon Fong - Flat D, 31/F, Block C. Noble Place, 10 King Fung Path, HK |
48. | David Wung Pok LIU Flat 27B, Block 2, Greenway Terrace, 5 Link Road, Happy Valley, HK |
49. | Man Kwon Fong - Flat D, 31/F, Block C. Noble Place, 10 King Fung Path, HK |
The present principal occupation or employment of the Reporting Persons is as follows:
1. | Chan King Yuet Hong Kong Investment Advisor and Director Nominee |
2. | Barry King Hon Chan - Retired |
3. | Magnolia Ulan Fung - None |
4. | Su Hu - Retired |
5. | Hing Choi Hui - Merchant |
6. | Yun Ming Roger Leung and Yuen Wah Leung (JT TEN) - Retired |
7. | Wai Ngai Hu Retail store owner |
8. | Ng Hon Ming and Sze Wang (JT TEN) - Investor |
9. | Yang Jing Xian - Investor |
10. | Samuel Tan Hock Meng - Investor |
11. | Mo Hing Wai - Investor |
12. | Chang Yun Chi - Investor |
13. | Jovin Chim Chai Shan - Investor |
14. | Ma Fun Chiu - Investor |
15. | Wong Nga Chung - Investor |
16. | Yau Sik Hon - Investor |
17. | Edmond Man Gong Dang - Investor |
18. | Chan Yin Wa- Investor |
19. | Ho Man Kei - Investor |
20. | Lai Chun Hung - Investor |
21. | Lau Kam Kwai - Investor |
22. | David Lau Man Chu - Investor |
23. | Leung Yuet Wah - Investor |
24. | Lincoln Wong - Investor |
25. | Yau Shu Cheung - Investor |
26. | Yam Wai Yee - Investor |
27. | Peter Lam Yuk Ho - Investor |
28. | Bonnio Lee Kwong Chak - Investor |
29. | Leung Yuet Ngor - Investor |
30. | Mimi Tang Kam Yiu - Investor |
31. | Chan Si Wa - Investor |
32. | Hsieh Jen Feng - Investor |
33. | Lai Cheng Yang - Investor |
34. | Lau Wong Bebbie Suet Wa - Investor |
35. | Lee Meng Hung - Investor |
36. | Annie Hung - Investor |
37. | Karina Ng - Investor |
38. | Lam Ken - Investor |
39. | Joanna Wong - Investor |
40. | Tang Ching Wan - Investor |
41. | Tsang Mun Ting - Investor and Director Nominee |
42. | Kin Chung Cheng and Mei Mei Rebecca Yim (JT TEN) - Investor |
43. | Sut Kit Cheng - Investor |
44. | Chi Fai Wong - Investor |
45. | Mei Mei Rebecca Yim - Investor |
46. | Hiroo Mahtani and Maya Mahtani (JT TEN) Investor |
47. | Man Kwon Fong Investor and Director Nominee |
48. | David Wung Pok LIU Analyst and Director Nominee |
49. | Kerry Ka Yan Ng Investor and Director Nominee |
The citizenship of each of the Reporting Persons is set forth in Item 6 on the Cover Page for each Reporting Person, respectively.
None of the Reporting Persons identified in this Item 2 has, during the past five years, been convicted of any criminal proceeding (excluding traffic violations or similar misdemeanors), nor been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration
1. | Chan King Yuet $225,000 |
2. | Barry King Hon Chan - $1,859,478 |
3. | Magnolia Ulan Fung - $650,000 |
4. | Su Hu - $400,000 |
5. | Hing Choi Hui - $595,508 |
6. | Yun Ming Roger Leung and Yuen Wah Leung (JT TEN) - $897,106 |
7. | Wai Ngai Hu $44,008 |
8. | Ng Hon Ming and Sze Wang (JT TEN) - $1,000,000 |
9. | Yang Jing Xian - $500,000 |
10. | Samuel Tan Hock Meng - $489,919 |
11. | Mo Hing Wai - $206,342 |
12. | Chang Yun Chi - $110,000 |
13. | Jovin Chim Chai Shan - $100,000 |
14. | Ma Fun Chiu - $170,643 |
15. | Wong Nga Chung - $100,000 |
16. | Yau Sik Hon - $100,000 |
17. | Edmond Man Gong Dang - $97,800 |
18. | Chan Yin Wa- $50,000 |
19. | Ho Man Kei - $50,000 |
20. | Lai Chun Hung - $50,000 |
21. | Lau Kam Kwai - $50,000 |
22. | David Lau Man Chu - $50,000 |
23. | Leung Yuet Wah - $54,900 |
24. | Lincoln Wong - $50,000 |
25. | Yau Shu Cheung - $50,000 |
26. | Yam Wai Yee - $26,315 |
27. | Peter Lam Yuk Ho - $5,040,00 |
28. | Bonnio Lee Kwong Chak - $275,759 |
29. | Leung Yuet Ngor - $20,000 |
30. | Mimi Tang Kam Yiu - $20,000 |
31. | Chan Si Wa - $10,000 |
32. | Hsieh Jen Feng - $90,000 |
33. | Lai Cheng Yang - $10,000 |
34. | Lau Wong Bebbie Suet Wa - $10,000 |
35. | Lee Meng Hung $10,000 |
36. | Annie Hung - $30,000 |
37. | Karina Ng - $70,000 |
38. | Lam Ken - $50,000 |
39. | Joanna Wong - $1,046,452 |
40. | Tang Ching Wan - $82,350 |
41. | Tsang Mun Ting - $3,212,857 |
42. | Kin Chung Cheng and Mei Mei Rebecca Yim (JT TEN) - $53,165 |
43. | Sut Kit Cheng - $79,363 |
44. | Chi Fai Wong - $69,075 |
45. | Mei Mei Rebecca Yim - $37,159 |
46. | Hiroo Mahtani and Maya Mahtani (JT TEN) - $21,000 |
47. | Man Kwon Fong $399,465 |
48. | David Wung Pok LIU $84,419 |
49. | Kerry Ka Yan Ng - $17,953 |
The source of the funds for each of the above were the personal funds of each individual Reporting Person.
Item 4. Purpose of Transaction
The Reporting Persons purchased the Common Stock based on the belief that such securities, when purchased, were undervalued and represented an attractive investment opportunity. The purpose of the acquisitions of the Common Stock was for investment, and the acquisitions of the Common Stock were made in the ordinary course of business and were not made for the purpose of acquiring control of the Issuer.
On September 17, 2012, trading in shares of the Issuers Common Stock were suspended by the United States Securities & Exchange Commission. Subsequent to this date, Ms. Chan King Yuet (Chan) and Marc Hazout, the president and chief executive officer of the Issuer, engaged in ongoing discussions regarding Ms. Chan and other prospective investors known to Ms. Chan providing working capital required by the Issuer. On November 1, 2012, Ms. Chan made a specific proposal to fund the working capital needs of the Issuer until such time as the Issuer became cash flow positive. The offer was conditioned, among other matters, upon members of the investor group being appointed to a majority of the Issuers Board of Directors. On
November 3, 2012, Mr. Hazout formally rejected Ms. Chans proposal and advised Ms. Chan that the Board of Directors of the Issuer had determined to pursue alternative financing. In a report on Form 8-K filed by the Issuer on November 19, 2012, the Issuer announced that it had entered into a loan arrangement with a company controlled by Mr. Hazout. The 8-K filing provided no details about whether the loan arrangement was sufficient to meet the Issuers future working capital needs or to repay the so-called toxic loans made to the Issuer.
On November 20, 2012, in a report on Form 8-K, the Issuer disclosed that its auditors had filed a notice of non-compliance advising that the Issuers financial statements could no longer be relied upon. The Issuer has also not filed its required Form 10-Q for the quarter ended September 30, 2012. Finally, the Issuer has reported on Form 8-K that it has entered into forbearance agreements with holders of its toxic loans but the Issuer has not disclosed how it intended to finance the repayment of these loans.
On April 16, 2013, the Reporting Persons, through their legal counsel, sent a letter to the Board of Directors of the Issuer, which, among other things, expressed the concern of the Reporting Persons about the deterioration of the Issuers business, the significant dilution of their equity position, and the poorly disclosed insider-dealing transactions the Issuer has recently undertaken, especially as the Issuer is seriously delinquent in filing its required Periodic Reports under the Securities Exchange Act of 1934, as amended. As a result of the foregoing, the Reporting Persons are seeking representation on the board of directors of the Issuer. A copy of the letter was previously filed as Exhibit C to Amendment No. 1, and is incorporated herein by reference in response to this Item 4.
Beginning on or about June 2013, certain of the Reporting Persons began to engage in negotiations with the Issuer regarding a transaction is which the Reporting Persons would arrange financing for the Issuer , certain members of the board of directors of the Issuer would resign and three Persons designated by the Reporting Persons would be appointed to the Board of Directors of the Registration. The discussions resulted in an agreement pursuant to which one or more of the Reporting Persons agreed to advance up to $7,500,000 to the Issuer (the Funding Agreement). On or about December 31, 2013, based upon assurances that the Funding Agreement would be signed by all applicable parties, the Reporting Persons advanced US$1,014,140 via wire transfer to the Issuer on behalf of Tsang Mun Ting (Tsang) (the Tsang Funds). The Tsang Funds were advanced in good faith in anticipation of the consummation of the transactions contemplated by the Funding Agreement. The Tsang Funds were also sent with the understanding that the advances would be fully secured as contemplated by the draft Funding Agreement. As a result of the refusal of a director of the Issuer to sign the Funding Agreement the transactions contemplated by the draft Agreement were not consummated. However, the Issuer and its President, Marc Hazout caused this funds to be used and not returned to Mr. Tsang. It is the understanding of the Reporting Persons that at least $750,000 of the Tsang Funds were used to Mr. Hazout to pay himself and entities affiliated with him.
Tsang commenced an action on September 19, 2014 in the Delaware Court of Chancery, seeking to recover $1,014,140 in funds misappropriated by Defendant Marc Hazout (Hazout), the Issuer and Travellers International, Inc. (Travellers). On November 24, 2014, Tsang elected to transfer the case to Delaware Superior Court. On January 7, 2015, Mr. Hazout and Travellers moved to dismiss the action against them for lack of personal jurisdiction under Rule 12(b)(2) of the Superior Court Rules. On June 3, 2014, the Superior Court granted the motion to dismiss as to Travellers, but denied the motion to dismiss as to Mr. Hazout, finding that jurisdiction over Hazout was proper in Delaware under 10 Del. C. § 3114. Tsang Mun Ting v. Silver Dragon Resources, Inc., 2015 Del. Super. LEXIS 277 (June 3, 2015). Hazout filed a motion for reargument on June 8, 2015, which the Superior Court denied on June 18, 2015. Tsang Mun Ting v. Silver Dragon Res., Inc., 2015 Del. Super. LEXIS 332 (June 18, 2015). Mr. Hazout filed a Notice of Appeal before the Delaware Supreme Court on July 7, 2015, which the Court accepted on August 6, 2015. That appeal is currently pending.
Separately, on August 3, 2015, shareholder Su Hu filed a Verified Complaint in the Delaware Court of Chancery seeking to compel the Issuer to hold an annual meeting of stockholders, pursuant to 8 Del. C. § 211. On August 24, 2015, the Issuer filed its Answer to Su Hus Verified Complaint. The Issuers Answer admitted each factual allegation contained in Su Hus Verified Complaint, including that Pursuant to 8 Del. C. § 211(c), Plaintiff is entitled to an order of this Court summarily directing the Issuer to promptly hold an Annual Meeting.
On or about October 26, 2015 additional Reporting Persons entered into a Joinder Agreement to the Voting Agreement previously disclosed, which necessitated the filing of Amendment No. 2 as the Reporting Persons may be deemed to beneficially own 54.7% of the outstanding Common Stock of the Issuer as set forth in Item 5 below.
On November 29, 2015, Chan sent a letter (the Nomination Letter) to the Issuer nominating herself and three other nominees, Tsang Mun Ting, Man Kwan Fong, and David Wung Pok LIU (together, the Nominees) as candidates for the Issuers Board of Directors at the 2016 Annual Meeting of Stockholders, which was announced by the Issuer on November 19, 2015, to be held on February 18, 2016. As of November 30, 2015, Man Kwan Fong, David Wung Pok LIU and Kerry Ka Yan Ng have entered into a Joinder Agreement to the Voting Agreement. On January 14, 2016, counsel for the Issuer responded to the Nomination Letter by sending a Director & Officer Questionnaire to be completed by each of the Nominees, which the Nominees are in the process of promptly responding to; if the Issuer does not include all of the Nominees on its ballot for the 2016 Annual Meeting, the Nominees will run their a contested proxy campaign in support of the Nominees for the 2016 Annual Meeting.
Although no Reporting Person has any specific plan or proposal to acquire or dispose of the Common Stock owned by any of them, consistent with its investment purpose and in light of the circumstances described above, each Reporting Person at any time and from time to time may acquire additional Common Stock or dispose of any or all of its Common Stock depending upon an ongoing evaluation of the investment in the Common Stock, prevailing market conditions, other investment opportunities, liquidity requirements of the Reporting Persons, and/or other investment considerations.
Consistent with their investment purpose and in light of the developments described above, the Reporting Persons may continue to engage in communications with one or more stockholders of the Issuer, one or more officers of the Issuer and/or one or more members of the board of directors of the Issuer and/or one or more representatives of the Issuer regarding the Issuer, including but not limited to its operations, and plans of the Reporting Persons. The Reporting Persons may discuss ideas that, if effected may result in a change in any of the following: the acquisition by persons of additional Common Stock of the Issuer, an extraordinary corporate transaction involving the Issuer, and/or other changes in the board of directors or management of the Issuer.
Except as disclosed above, none of the Reporting Persons has any other plans or proposals which relate to, or would result in, any of the matters referred to in paragraphs (a) through (j), inclusive, of the instructions to Item 4 of Schedule 13D. The Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto.
Item 5. Interest in Securities of the Issuer
(a) and (b) According to the Issuers most recent Quarterly Report on Form 10-Q filed November 13, 2015, there were 299,802,647 shares of Common Stock issued and outstanding as of August 12, 2015. The group that may have been deemed to be formed by the Reporting Persons may be deemed to beneficially own 160,508,598 shares of Common Stock of the Issuer held by all of the Reporting Persons combined (54.7% of the Common Stock of the Issuer based upon the information contained in the above-referenced Form 10-Q), and each of the Reporting Persons may be deemed to beneficially own the shares of each other Reporting Person.
1. | Chan King Yuet beneficially owns and has sole voting and dispositive power over 150,000 shares of Common Stock, or 0.1% of the issued and outstanding Common Stock. Ms. Chan King may also be deemed to have shared voting power over 160,358,598 shares of Common Stock, or 53.5% of the issued and outstanding Common Stock, by virtue of the Voting Agreement and Joinder Agreement to the Voting Agreement. Ms. Chan King Yuet expressly disclaims dispositive power over the 156,474,372 shares of Common Stock that she may be deemed to have shared voting power over by virtue of the Voting Agreement and Joinder Agreement. |
2. | Barry King Hon Chan beneficially owns and has sole dispositive power over 16,124,238 shares of Common Stock, or 5.4% of the issued and outstanding Common Stock. Barry King Hon Chan may be deemed to have shared voting power over the 16,124,238 shares of Common Stock by virtue of the Voting Agreement. |
3. | Magnolia Ulan Fung beneficially owns and has sole dispositive power over 2,000,000 shares of Common Stock, or 0.7% of the issued and outstanding Common Stock. Magnolia Ulan Fung may be deemed to have shared voting power over the 2,000,000 shares of Common Stock by virtue of the Voting Agreement. |
4. | Su Hu beneficially owns and has sole dispositive power over 400,000 shares of Common Stock, or 0.1% of the issued and outstanding Common Stock. Su Hu may be deemed to have shared voting power over the 400,000 shares of Common Stock by virtue of the Voting Agreement. |
5. | Hing Choi Hui beneficially owns and has sole dispositive power over 1,486,310 shares of Common Stock, or 0.5% of the issued and outstanding Common Stock. Hing Choi Hui may be deemed to have shared voting power over the 1,486,310 shares of Common Stock by virtue of the Voting Agreement. |
6. | Yun Ming Roger Leung and Yuen Wah Leung (JT TEN) beneficially own and have sole dispositive power over 897,106 shares of Common Stock, or 0.3% of the issued and outstanding Common Stock. Yun Ming Roger Leung and Yuen Wah Leung (JT TEN) may be deemed to have shared voting power over the 897,106 shares of Common Stock by virtue of the Voting Agreement. |
7. | Wai Ngai Hu beneficially owns and has sole dispositive power over 2,423,930 shares of Common Stock, or 0.8% of the issued and outstanding Common Stock. Wai Ngai Hui may be deemed to have shared voting power over the 2,423,930 shares of Common Stock by virtue of the Voting Agreement. |
8. | Ng Hon Ming and Sze Wang (JT TEN) - beneficially own and have sole dispositive power over 1,000,000 shares of Common Stock, or 0.3% of the issued and outstanding Common Stock. Ng Hon Ming and Sze Wang (JT TEN) may be deemed to have shared voting power over the 1,000,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
9. | Yang Jing Xian beneficially owns and has sole dispositive power over 500,000 shares of Common Stock, or 0.2% of the issued and outstanding Common Stock. Yang Jing Xian may be deemed to have shared voting power over the 500,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
10. | Samuel Tan Hock Meng beneficially owns and has sole dispositive power over 6,998,836 shares of Common Stock, or 2.3% of the issued and outstanding Common Stock. Samuel Tan Hock Meng may be deemed to have shared voting power over the 6,998,836 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
11. | Mo Hing Wai beneficially owns and has sole dispositive power over 3,908,000 shares of Common Stock, or 1.3% of the issued and outstanding Common Stock. Mo Hing Wai may be deemed to have shared voting power over the 3,908,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
12. | Chang Yun Chi beneficially owns and has sole dispositive power over 110,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Chang Yun Chi may be deemed to have shared voting power over the 110,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
13. | Jovin Chim Chai Shan beneficially owns and has sole dispositive power over 100,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Jovin Chim Chai Shan may be deemed to have shared voting power over the 100,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
14. | Ma Fun Chiu beneficially owns and has sole dispositive power over 5,884,226 shares of Common Stock, or 2.0% of the issued and outstanding Common Stock. Ma Fun Chiu may be deemed to have shared voting power over the 5,884,226 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
15. | Wong Nga Chung beneficially owns and has sole dispositive power over 100,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Wong Nga Chung may be deemed to have shared voting power over the 100,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
16. | Yau Sik Hon beneficially owns and has sole dispositive power over 100,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Yau Sik Hon may be deemed to have shared voting power over the 100,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
17. | Edmond Man Gong Dang beneficially owns and has sole dispositive power over 4,890,000 shares of Common Stock, or 1.6% of the issued and outstanding Common Stock. Edmond Man Gong Dang may be deemed to have shared voting power over the 4,890,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
18. | Chan Yin Wa beneficially owns and has sole dispositive power over 50,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Chan Yin Wa may be deemed to have shared voting power over the 50,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
19. | Ho Man Kei beneficially owns and has sole dispositive power over 50,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Ho Man Kei may be deemed to have shared voting power over the 50,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
20. | Lai Chun Hung beneficially owns and has sole dispositive power over 50,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Lai Chun Hung may be deemed to have shared voting power over the 50,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
21. | Lau Kam Kwai beneficially owns and has sole dispositive power over 50,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Lau Kam Kwai may be deemed to have shared voting power over the 50,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
22. | David Lau Man Chu beneficially owns and has sole dispositive power over 50,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. David Lau Man Chu may be deemed to have shared voting power over the 50,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
23. | Leung Yuet Wah beneficially owns and has sole dispositive power over 112,500 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Leung Yuet Wah may be deemed to have shared voting power over the 112,500 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
24. | Lincoln Wong beneficially owns and has sole dispositive power over 50,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Lincoln Wong may be deemed to have shared voting power over the 50,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
25. | Yau Shu Cheung beneficially owns and has sole dispositive power over 50,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Yau Shu Cheung may be deemed to have shared voting power over the 50,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
26. | Yam Wai Yee beneficially owns and has sole dispositive power over 500,000 shares of Common Stock, or 0.2% of the issued and outstanding Common Stock. Yam Wai Yee may be deemed to have shared voting power over the 500,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
27. | Peter Lam Yuk Ho beneficially owns and has sole dispositive power over 4,500,000 shares of Common Stock, or 1.5% of the issued and outstanding Common Stock. Peter Lam Yuk Ho may be deemed to have shared voting power over the 4,500,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
28. | Bonnio Lee Kwong Chak beneficially owns and has sole dispositive power over 4,595,983 shares of Common Stock, or 1.5% of the issued and outstanding Common Stock. Bonnio Lee Kwong Chak may be deemed to have shared voting power over the 4,595,983 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
29. | Leung Yuet Ngor beneficially owns and has sole dispositive power over 20,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Leung Yuet Ngor may be deemed to have shared voting power over the 20,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
30. | Mimi Tang Kam Yiu beneficially owns and has sole dispositive power over 20,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Mimi Tang Kam Yiu may be deemed to have shared voting power over the 20,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
31. | Chan Si Wa beneficially owns and has sole dispositive power over 10,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Chan Si Wa may be deemed to have shared voting power over the 10,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
32. | Hsieh Jen Feng beneficially owns and has sole dispositive power over 90,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Hsieh Jen Feng may be deemed to have shared voting power over the 90,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
33. | Lai Cheng Yang beneficially owns and has sole dispositive power over 10,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Lai Cheng Yang may be deemed to have shared voting power over the 10,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
34. | Lau Wong Bebbie Suet Wa beneficially owns and has sole dispositive power over 10,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Lau Wong Bebbie Suet Wa may be deemed to have shared voting power over the 10,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
35. | Lee Meng Hung beneficially owns and has sole dispositive power over 10,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Lee Meng Hung may be deemed to have shared voting power over the 10,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
36. | Annie Hung beneficially owns and has sole dispositive power over 30,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Annie Hung may be deemed to have shared voting power over the 30,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
37. | Karina Ng beneficially owns and has sole dispositive power over 70,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Karina Ng may be deemed to have shared voting power over the 70,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
38. | Lam Ken beneficially owns and has sole dispositive power over 50,000 shares of Common Stock, or 0.0% of the issued and outstanding Common Stock. Lam Ken may be deemed to have shared voting power over the 50,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
39. | Joanna Wong beneficially owns and has sole dispositive power over 1,308,065 shares of Common Stock, or 0.4% of the issued and outstanding Common Stock. Joanna Wong may be deemed to have shared voting power over the 50,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
40. | Tang Ching Wan beneficially owns and has sole dispositive power over 183,000 shares of Common Stock, or 0.1% of the issued and outstanding Common Stock. Tang Ching Wan may be deemed to have shared voting power over the 183,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
41. | Tsang Mun Ting beneficially owns and has sole dispositive power over 80,321,409 shares of Common Stock, or 26.8% of the issued and outstanding Common Stock. Tsang Mun Ting may be deemed to have shared voting power over the 80,321,409 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
42. | Kin Chung Cheng and Mei Mei Rebecca Yim (JT TEN) beneficially own and have sole dispositive power over 531,647 shares of Common Stock, or 0.2% of the issued and outstanding Common Stock. Kin Chung Cheng and Mei Mei Rebecca Yim (JT TEN) may be deemed to have shared voting power over the 531,647 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
43. | Sut Kit Cheng beneficially owns and has sole dispositive power over 2,034,948 shares of Common Stock, or 0.7% of the issued and outstanding Common Stock. Sut Kit Cheng may be deemed to have shared voting power over the 2,034,948 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
44. | Chi Fai Wong beneficially owns and has sole dispositive power over 486,100 shares of Common Stock, or 0.2% of the issued and outstanding Common Stock. Chi Fai Wong may be deemed to have shared voting power over the 486,100 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
45. | Mei Mei Rebecca Yim beneficially owns and has sole dispositive power over 235,032 shares of Common Stock, or 0.1% of the issued and outstanding Common Stock. Mei Mei Rebecca Yim may be deemed to have shared voting power over the 235,032 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
46. | Hiroo Mahtani and Maya Mahtani (JT TEN) beneficially own and have sole dispositive power over 350,000 shares of Common Stock, or 0.1% of the issued and outstanding Common Stock. Hiroo Mahtani and Maya Mahtani (JT TEN) may be deemed to have shared voting power over the 350,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
47. | Man Kwon Fong beneficially owns and has sole dispositive power over 12,483,266 shares of Common Stock, or 4.2% of the issued and outstanding Common Stock. Man Kwon Fong may be deemed to have shared voting power over the 12,483,266 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
48. | David Wung Pok LIU beneficially owns and has sole dispositive power over 3,376,760 shares of Common Stock, or 1.1% of the issued and outstanding Common Stock. David Wung Pok LIU may be deemed to have shared voting power over the 3,376,760 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
49. | Kerry Ka Yan Ng beneficially owns and has shared voting and dispositive power over 1,496,078 shares of Common Stock, or 0.5% of the issued and outstanding Common Stock. |
Each Reporting Person disclaims beneficial ownership of any shares of Common Stock beneficially owned by any other Reporting Person.
As of the date hereof, no Reporting Person owns any shares of Common Stock other than those set forth in this Item 5.
(c) During the last 60 days no Reporting Person had any transactions in the shares of Common Stock of the Issuer.
(d) Not applicable
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
As previously disclosed, on April 12, 2013 the Reporting Persons at the time of the filing of the Schedule 13D entered into a Voting Agreement (the Voting Agreement), pursuant to which, among other things, such Reporting Persons agreed to form a group for the purposes of engaging in communications with stockholders, officers, members of the board of directors and/or representatives of the Issuer regarding the Issuer, the Issuers operations, the acquisition by persons of additional common shares of the Issuer, an extraordinary corporate transaction involving the Issuer, possible changes in the board of directors or management of the Issuer, and plans of the group and for the purpose of taking all other actions necessary to achieve the foregoing (collectively, the Purposes). The foregoing description of the Voting Agreement is qualified in its entirety by reference to the Voting Agreement, which is filed as Exhibit B to the Schedule 13D as filed with the SEC on April 12, 2013 and incorporated herein by reference.
On or about October 26, 2015, the additional Reporting Persons in this Schedule 13D Amendment No. 2 entered into a Joinder Agreement to that Voting Agreement. The foregoing description of the Joinder Agreement is qualified in its entirety by reference to the Joinder Agreement, which is filed as Exhibit D hereto and is incorporated herein by reference.
Item 7. Material to be Filed as Exhibits
Exhibit A Joint Filing Agreement incorporated by reference to Exhibit A to the Schedule 13D as filed with the SEC on April 12, 2013.
Exhibit B Voting Agreement incorporated by reference to Exhibit B to the Schedule 13D as filed with the SEC on April 12, 2013.
Exhibit C Letter to the Board of Directors dated April 16, 2013 incorporated by reference to Exhibit C to Amendment 1 to the Schedule 13D as filed with the SEC on April 17, 2013.
Exhibit D Joinder Agreement to Voting Agreement incorporated by reference to Exhibit D to Amendment 2 to the Schedule 13D as filed with the SEC on October 27, 2015.
Exhibit E Joinder Agreement to Voting Agreement filed herewith.
Exhibit F Joint Filing Agreement filed herewith.
SIGNATURE
After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
Dated: January 19, 2016
CHAN KING YUET, INDIVIDUALLY AND AS REPRESENTATIVE |
/s/ Chan King Yuet |
Chan King Yuet |
BARRY KING HON CHAN, INDIVIDUALLY |
/s/ Barry King Hon Chan* |
Barry King Hon Chan |
MAGNOLIA ULAN FUNG, INDIVIDUALLY |
/s/ Magnolia Ulan Fung* |
Magnolia Ulan Fung |
SU HU, INDIVIDUALLY |
/s/ Su Hu* |
Su Hu |
HING CHOI HU, INDIVIDUALLY |
/s/ Hing Choi Hui* |
Hing Choi Hui |
YUN MING ROGER LEUNG AND YUEN WAH LEUNG (JT TEN) |
/s/ Yun Ming Roger Leung* |
Yun Ming Roger Leung |
YUEN WAH LEUNG |
/s/ Yuen Wah Leung* Yuen Wah Leung |
WAI NGAI HUI, INDIVIDUALLY |
/s/ Wai Ngai Hui* |
Wai Ngai Hui |
NG HON MING AND SZE WANG (JT TEN) |
/s/ Ng Hon Ming* |
Ng Hon Ming |
SZE WANG |
/s/ Sze Wang* |
Sze Wang |
YANG JING XIAN, INDIVIDUALLY |
/s/ Yang Jing Xian* |
Yang Jing Xian |
SAMUEL TAN HOCK MENG, INDIVIDUALLY |
/s/ Samuel Tan Hock Meng* |
Samuel Tan Hock Meng |
MO HING WAI, INDIVIDUALLY |
/s/ Mo Hing Wai* |
Mo Hing Wai |
CHANG YUN CHI, INDIVIDUALLY |
/s/ Chang Yun Chi* |
Chang Yun Chi |
JOVIN CHIM CHAI SHAN, INDIVIDUALLY |
/s/ Jovin Chim Chai Shan* |
Jovin Chim Chai Shan |
MA FUN CHIU, INDIVIDUALLY |
/s/ Ma Fun Chiu* |
Ma Fun Chiu |
WONG NGA CHUNG, INDIVIDUALLY |
/s/ Wong Nga Chung* |
Wong Nga Chung |
YAU SIK HON, INDIVIDUALLY |
/s/ Yau Sik Hon* |
Yau Sik Hon |
EDMOND MAN GONG DANG, INDIVIDUALLY |
/s/ Edmond Man Gong Dang* |
Edmond Man Gong Dang |
CHAN YIN WA, INDIVIDUALLY |
/s/ Chan Yin Wa* |
Chan Yin Wa |
HO MAN KEI, INDIVIDUALLY |
/s/ Ho Man Kei* |
Ho Man Kei |
LAI CHUN HUNG, INDIVIDUALLY |
/s/ Lai Chun Hung* |
Lai Chun Hung |
LAU KAM KWAI, INDIVIDUALLY |
/s/ Lau Kam Kwai* |
Lau Kam Kwai |
DAVID LAU MAN CHU, INDIVIDUALLY |
/s/ David Lau Man Chu* |
David Lau Man Chu |
LEUNG YUET WAH, INDIVIDUALLY |
/s/ Leung Yuet Wah* |
Leung Yuet Wah |
LINCOLN WONG, INDIVIDUALLY |
/s/ Lincoln Wong* |
Lincoln Wong |
YAU SHU CHEUNG, INDIVIDUALLY |
/s/ Yau Shu Cheung* |
Yau Shu Cheung |
YAM WAI YEE, INDIVIDUALLY |
/s/ Yam Wai Yee* |
Yam Wai Yee |
PETER LAM YUK HO, INDIVIDUALLY |
/s/ Peter Lam Yuk Ho* |
Peter Lam Yuk Ho |
BONNIO LEE KWONG CHAK, INDIVIDUALLY |
/s/ Bonnio Lee Kwong Chak* |
Bonnio Lee Kwong Chak |
LEUNG YUET NGOR, INDIVIDUALLY |
/s/ Leung Yuet Ngor* |
Leung Yuet Ngor |
MIMI TANG KAM YIU, INDIVIDUALLY |
/s/ Mimi Tang Kam Yiu* |
Mimi Tang Kam Yiu |
CHAN SI WA, INDIVIDUALLY |
/s/ Chan Si Wa* |
Chan Si Wa |
HSIEH JEN FENG, INDIVIDUALLY |
/s/ Hsieh Jen Feng* |
Hsieh Jen Feng |
LAI CHENG YANG, INDIVIDUALLY |
/s/ Lai Cheng Yang* |
Lai Cheng Yang |
LAU WONG BEBBIE SUET WA, INDIVIDUALLY |
/s/ Lau Wong Bebbie Suet Wa* |
Lau Wong Bebbie Suet Wa |
LEE MENG HUNG, INDIVIDUALLY |
/s/ Lee Meng Hung* |
Lee Meng Hung |
ANNIE HUNG, INDIVIDUALLY |
/s/ Annie Hung* |
Annie Hung |
KARINA NG, INDIVIDUALLY |
/s/ Karina Ng* |
Karina Ng |
LAM KEN, INDIVIDUALLY |
/s/ Lam Ken* |
Lam Ken |
JOANNA WONG, INDIVIDUALLY |
/s/ Joanna Wong* |
Joanna Wong |
TANG CHING WAN, INDIVIDUALLY |
/s/ Tang Ching Wan* |
Tang Ching Wan |
TSANG MUN TING, INDIVIDUALLY |
/s/ Tsang Mun Ting * |
Tsang Mun Ting |
KIN CHUNG CHENG AND MEI MEI REBECCA YIM (JTEN) |
/s/ Kin Chung Cheng* |
Kin Chung Cheng |
MEI MEI REBECCA YIM |
/s/ Mei Mei Rebecca Yim* |
Mei Mei Rebecca Yim |
SUT KIT CHENG, INDIVIDUALLY |
/s/ Sut Kit Cheng* |
Sut Kit Cheng |
CHI FAI WONG, INDIVIDUALLY |
/s/ Chi Fai Wong* |
Chi Fai Wong |
MEI MEI REBECCA YIM, INDIVIDUALLY |
/s/ Mei Mei Rebecca Yim* |
Mei Mei Rebecca Yim |
HIROO MAHTANI AND MAYA MAHTANI (JT TEN) |
/s/ Hiroo Mahtani* |
Hiroo Mahtani |
MAYA MAHTANI |
/s/ Maya Mahtani* |
Maya Mahtani |
MAN KWAN FONG, INDIVIDUALLY |
/s/ Man Kwan Fong* |
Man Kwan Fong |
DAVID WUNG POK LIU, INDIVIDUALLY |
/s/ David Wung Pok LIU* |
David Wung Pok LIU |
KERRY KA YAN NG, INDIVIDUALLY |
/s/ Kerry Ka Yan Ng* |
Kerry Ka Yan Ng |
* | By Representative pursuant to the Voting Agreement and Joinder Agreement |
EXHIBIT E
JOINDER AGREEMENT
This Joinder Agreement, is entered into as of the 30th day of November 2015, by and among Chan King Yuet, as stockholder representative (the Representative), and the undersigned stockholder (the Additional Stockholder). The Additional Stockholder owns or controls voting securities of Silver Dragon Resources, Inc., a Delaware corporation (the Issuer).
Reference is made to that certain Voting Agreement (the Voting Agreement), dated as of April 12, 2013, by and among Chan King Yuet, Barry King Hon Chan, Magnolia Ulan Fung, Su Hu, Hing Choi Hui, Yun Ming Roger Leung and Yuen Wah Leung (JT TEN), and Wai Ngai Hui (each individually a Stockholder and collectively, the Stockholders), as filed as Exhibit 99B to the Schedule 13D filed with the Securities and Exchange Commission (the SEC) on April 12, 2013. All capitalized terms used but not defined in this Joinder Agreement shall have the meanings accorded such terms in the Voting Agreement.
By executing this Joinder Agreement, the Additional Stockholder hereby agrees to be bound by the terms of the Voting Agreement as if he or she were an original signatory to such Voting Agreement and shall be deemed to be a Stockholder thereunder. Each of the parties hereby agrees that this Joinder Agreement shall be filed as an exhibit to a Schedule 13D/A pursuant to Rule 13d-1(k)(1)(iii) under the Exchange Act, and incorporated by reference in any amendments thereto.
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IN WITNESS WHEREOF, the undersigned has executed this Joinder Agreement as of the date first above written.
MAN KWAN FONG, INDIVIDUALLY |
/s/ Man Kwan Fong* |
Man Kwan Fong |
DAVID WUNG POK LIU, INDIVIDUALLY |
/s/ David Wung Pok LIU* |
David Wung Pok LIU |
KERRY KA YAN NG, INDIVIDUALLY |
/s/ Kerry Ka Yan Ng* |
Kerry Ka Yan Ng |
EXHIBIT F
JOINT FILING AGREEMENT
The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13D (including amendments thereto) to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party.
CHAN KING YUET, INDIVIDUALLY AND AS REPRESENTATIVE |
/s/ Chan King Yuet |
Chan King Yuet |
BARRY KING HON CHAN, INDIVIDUALLY |
/s/ Barry King Hon Chan* |
Barry King Hon Chan |
MAGNOLIA ULAN FUNG, INDIVIDUALLY |
/s/ Magnolia Ulan Fung* |
Magnolia Ulan Fung |
SU HU, INDIVIDUALLY |
/s/ Su Hu* |
Su Hu |
HING CHOI HUI, INDIVIDUALLY |
/s/ Hing Choi Hui* |
Hing Choi Hui |
YUN MING ROGER LEUNG AND YUEN WAH LEUNG (JT TEN) |
/s/ Yun Ming Roger Leung* |
Yun Ming Roger Leung |
/s/ Yuen Wah Leung* |
Yuen Wah Leung |
WAI NGAI HUI, INDIVIDUALLY |
/s/ Wai Ngai Hui* |
Wai Ngai Hui |
NG HON MING AND SZE WANG (JT TEN) |
/s/ Ng Hon Ming* |
Ng Hon Ming |
SZE WANG |
/s/ Sze Wang* |
Sze Wang |
YANG JING XIAN, INDIVIDUALLY |
/s/ Yang Jing Xian* |
Yang Jing Xian |
SAMUEL TAN HOCK MENG, INDIVIDUALLY |
/s/ Samuel Tan Hock Meng* |
Samuel Tan Hock Meng |
MO HING WAI, INDIVIDUALLY |
/s/ Mo Hing Wai* |
Mo Hing Wai |
CHANG YUN CHI, INDIVIDUALLY |
/s/ Chang Yun Chi* |
Chang Yun Chi |
JOVIN CHIM CHAI SHAN, INDIVIDUALLY |
/s/ Jovin Chim Chai Shan* |
Jovin Chim Chai Shan |
MA FUN CHIU, INDIVIDUALLY |
/s/ Ma Fun Chiu* |
Ma Fun Chiu |
WONG NGA CHUNG, INDIVIDUALLY |
/s/ Wong Nga Chung* |
Wong Nga Chung |
YAU SIK HON, INDIVIDUALLY |
/s/ Yau Sik Hon* |
Yau Sik Hon |
EDMOND MAN GONG DANG, INDIVIDUALLY |
/s/ Edmond Man Gong Dang* |
Edmond Man Gong Dang |
CHAN YIN WA, INDIVIDUALLY |
/s/ Chan Yin Wa* |
Chan Yin Wa |
HO MAN KEI, INDIVIDUALLY |
/s/ Ho Man Kei* |
Ho Man Kei |
LAI CHUN HUNG, INDIVIDUALLY |
/s/ Lai Chun Hung* |
Lai Chun Hung |
LAU KAM KWAI, INDIVIDUALLY |
/s/ Lau Kam Kwai* |
Lau Kam Kwai |
DAVID LAU MAN CHU, INDIVIDUALLY |
/s/ David Lau Man Chu* |
David Lau Man Chu |
LEUNG YUET WAH, INDIVIDUALLY |
/s/ Leung Yuet Wah* |
Leung Yuet Wah |
LINCOLN WONG, INDIVIDUALLY |
/s/ Lincoln Wong* |
Lincoln Wong |
YAU SHU CHEUNG, INDIVIDUALLY |
/s/ Yau Shu Cheung* |
Yau Shu Cheung |
YAM WAI YEE, INDIVIDUALLY |
/s/ Yam Wai Yee* |
Yam Wai Yee |
PETER LAM YUK HO, INDIVIDUALLY |
/s/ Peter Lam Yuk Ho* |
Peter Lam Yuk Ho |
BONNIO LEE KWONG CHAK, INDIVIDUALLY |
/s/ Bonnio Lee Kwong Chak* |
Bonnio Lee Kwong Chak |
LEUNG YUET NGOR, INDIVIDUALLY |
/s/ Leung Yuet Ngor* |
Leung Yuet Ngor |
MIMI TANG KAM YIU, INDIVIDUALLY |
/s/ Mimi Tang Kam Yiu* |
Mimi Tang Kam Yiu |
CHAN SI WA, INDIVIDUALLY |
/s/ Chan Si Wa* |
Chan Si Wa |
HSIEH JEN FENG, INDIVIDUALLY |
/s/ Hsieh Jen Feng* |
Hsieh Jen Feng |
LAI CHENG YANG, INDIVIDUALLY |
/s/ Lai Cheng Yang* |
Lai Cheng Yang |
LAU WONG BEBBIE SUET WA, INDIVIDUALLY |
/s/ Lau Wong Bebbie Suet Wa* |
Lau Wong Bebbie Suet Wa |
LEE MENG HUNG, INDIVIDUALLY |
/s/ Lee Meng Hung* |
Lee Meng Hung |
ANNIE HUNG, INDIVIDUALLY |
/s/ Annie Hung* |
Annie Hung |
KARINA NG, INDIVIDUALLY |
/s/ Karina Ng* |
Karina Ng |
LAM KEN, INDIVIDUALLY |
/s/ Lam Ken* |
Lam Ken |
JOANNA WONG, INDIVIDUALLY |
/s/ Joanna Wong* |
Joanna Wong |
TANG CHING WAN, INDIVIDUALLY |
/s/ Tang Ching Wan* |
Tang Ching Wan |
TSANG MUN TING, INDIVIDUALLY |
/s/ Tsang Mun Ting * |
Tsang Mun Ting |
KIN CHUNG CHENG AND MEI MEI REBECCA YIM (JTEN) |
/s/ Kin Chung Cheng* |
Kin Chung Cheng |
MEI MEI REBECCA YIM |
/s/ Mei Mei Rebecca Yim* |
Mei Mei Rebecca Yim |
SUT KIT CHENG, INDIVIDUALLY |
/s/ Sut Kit Cheng* |
Sut Kit Cheng |
CHI FAI WONG, INDIVIDUALLY |
/s/ Chi Fai Wong* |
Chi Fai Wong |
MEI MEI REBECCA YIM, INDIVIDUALLY |
/s/ Mei Mei Rebecca Yim* |
Mei Mei Rebecca Yim |
HIROO MAHTANI AND MAYA MAHTANI (JT TEN) |
/s/ Hiroo Mahtani* |
Hiroo Mahtani |
MAYA MAHTANI |
/s/ Maya Mahtani* |
Maya Mahtani |
MAN KWAN FONG, INDIVIDUALLY |
/s/ Man Kwan Fong* |
Man Kwan Fong |
DAVID WUNG POK LIU, INDIVIDUALLY |
/s/ David Wung Pok LIU* |
David Wung Pok LIU |
KERRY KA YAN NG, INDIVIDUALLY |
/s/ Kerry Ka Yan Ng* |
Kerry Ka Yan Ng |