-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OWCbkjmBeDiMF3MM8mqfzCPM4bx6pzgcN43Hgeb4xGyRvs6M6/h/68XHJNkGkjtv ahMFYYd1kyL+DVIfweEWGQ== 0000950147-02-000873.txt : 20020719 0000950147-02-000873.hdr.sgml : 20020719 20020718131558 ACCESSION NUMBER: 0000950147-02-000873 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020712 ITEM INFORMATION: Changes in control of registrant FILED AS OF DATE: 20020718 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BLUEPOINT LINUX SOFTWARE CORP CENTRAL INDEX KEY: 0001081376 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 352070348 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25797 FILM NUMBER: 02705405 BUSINESS ADDRESS: STREET 1: A301 EAST 2 SEG SCIENCE & INDUSTRY PARK STREET 2: HUAQIAN SHENZHEN CITY: GUANGDONG PROVINCE C MAIL ADDRESS: STREET 1: 1710 E DIVISION ST CITY: EVANSVILLE STATE: IN ZIP: 47711 FORMER COMPANY: FORMER CONFORMED NAME: MAS ACQUISITION XI CORP DATE OF NAME CHANGE: 19990308 8-K 1 e-8706.txt CURRENT REPORT DATED 7-12-02 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 12th, 2002 BLUEPOINT LINUX SOFTWARE CORP. (Exact name of registrant as specified in its charter) Indiana 000-25797 35-2070348 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 4F., Xinyang Building, Bagua 4th Road Shenzhen, Guangdong 518029, P.R. China 518029 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 011867552450750 ITEM 1. CHANGES IN CONTROL OF REGISTRANT. On May 24, 2002, directors and shareholders Yu Deng, Shengmiao Liao, Zhe Kang, Yihuo Ye and Ling Li entered into a Stock Purchase Agreement (the "Agreement") with Xin Liu and Jun Liu for the procurement by Mssrs. Xin Liu and Jun Liu of 11,400,000 shares of common stock. Pursuant to the terms of the Agreement, Xin Liu purchased 1,800,000 shares from Yu Deng, 300,000 shares from Zhe Kang, 1,200,000 shares from Yihuo Ye, and 2,700,000 shares from Ling Li, for a total acquisition of 6,000,000 shares or 29.3% of the outstanding common stock. Jun Liu purchased 2,550,000 shares from Shengmiao Liao and 2,850,000 shares from Zhe Kang, for a total acquisition of 5,400,000 shares or 26.4% of the outstanding common stock. In consideration for the purchase of the shares, Mssrs. Xin Liu and Jun Liu paid the total sum of 1,000,000 Yuan (or approximately USD$121,950.00) to the named sellers. In accordance with the Agreement, the Board of Directors has accepted the resignations of Board members Zhe Kang, Ling Li, and Yihuo Ye, effective upon the appointment of new Board members. The registrant has appointed Xin Liu, Jun Liu, and Frank Kwai Shing to the Board to fill the three vacant seats until the next annual shareholder meeting can be held. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT The following table sets forth certain information known to the Company with respect to beneficial ownership of the Company's Common Stock as of July 12th, 2002. Regarding the beneficial ownership of the Company's Common Stock the table lists: (i) each stockholder known by the Company to be the beneficial owner of more than five percent (5%) of the Company's Common Stock, (ii) each Director and Executive Officer and (iii) all Directors and Executive Officer(s), of the Company as a group. Each of the persons named in the table has sole voting and investment power with respect to Common Stock beneficially owned. Name and Address Number of Shares of Beneficial Owner Beneficially Owned Percent of Class - ------------------- ------------------ ---------------- Yu Deng(1) 2,400,000 shares 11.7% 6-704,#2 HuaFa Bei Road, Shenzhen, China YiHuo Ye(2) 0 shares 0% Floor 18, HuaRun Building, No.8 JianGuoMen North St, Beijing, China Zhe Kang(2) 0 shares 0% Dormitory of Shenzhen Special Zone Daily, Shenzhen, China ShengMiao Liao(3) 1,200,000 shares 5.9% 602, B Building, HuiYaYuan, Shenzhen, China Ling Li (2) 0 shares 0% 602, B Building, HuiYaYuan, Shenzhen, China Xin Liu(4) 6,000,000 shares 29.3% 8F., Xinyang Building Bagua 4th Road Futian District Shenzhen, P.R. China Jun Liu(4) 5,400,000 shares 26.4% 8F., Xinyang Building Bagua 4th Road Futian District Shenzhen, P.R. China Frank Kwai Shing(4) 0 shares 0.0% 30/F., Two Pacific Place, 88 Queensway, Hong Kong (1) Director, Chairman of Board, President (2) Former Director (3) Vice President, Director (4) Newly Appointed Director RESUME OF NEWLY APPOINTED DIRECTORS MR. XIN LIU, AGE 33, DIRECTOR Mr. Liu obtained Bachelor of Science degree in physics from ChengDu Technology University in 1990. From 1990 to 1992, he was employed as a secretary of director by GuiLin Holiday Hotel. In 1992, he founded Launch Tech Co., Ltd. From 1992 to present, he has served as the Chairman of the Board of Launch Tech Co., Ltd. Launch is a leading manufacturer of vehicle diagnose, repair and maintenance equipment in China. MR. JUN LIU, AGE 31, DIRECTOR Mr. Jun Liu obtained Bachelor of Science degree in electronics from QingHua University in 1992. From 1992 to 1993, he was employed by ShenZhen Shangda Tech & Electron Co., Ltd. From 1993 to present, he has been the co-founder, director and general manager of Launch Tech Co., Ltd. MR. FRANK KWAI SHING, AGE 28, DIRECTOR Mr. Frank Kwai Shing obtained a bachelor degree in economics and philosophy from Clark University in the United States. He has acquired more than four years experience in corporate finance with a regional investment banking corporation in Hong Kong, where he is specialized in the fields of initial public offerings, private equity placement and mergers and acquisitions, and is responsible for assisting state and privately owned corporations in the PRC to raise capitals in the international capital market. He obtained a bachelor degree in economics and philosophy from Clark University in the United States. ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS In accordance with the Agreement stated above, the Board of Directors has accepted the resignations of Board members Zhe Kang, Ling Li, and Yihuo Ye, effective upon the appointment of new Board members. The registrant has appointed Xin Liu, Jun Liu, and Frank Kwai Shing to the Board to fill the three vacant seats until the next annual shareholder meeting can be held. There was no disagreement with the outgoing board members. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Bluepoint Linux Software Corporation (Registrant) Date: July 12th, 2002 /s/ Yu Deng ---------------------------------------- Yu Deng, Director/President /s/ Shengmiao Liao ---------------------------------------- Shengmiao Liao, Director, Vice President /s/ Xin Liu ---------------------------------------- Xin Liu, Director /s/ Jun Liu ---------------------------------------- Jun Liu, Director /s/ Frank Kwai Shing ---------------------------------------- Frank Kwai Shing, Director -----END PRIVACY-ENHANCED MESSAGE-----