0000899243-20-005128.txt : 20200219 0000899243-20-005128.hdr.sgml : 20200219 20200219185556 ACCESSION NUMBER: 0000899243-20-005128 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20200207 FILED AS OF DATE: 20200219 DATE AS OF CHANGE: 20200219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: China Grand Pharmaceutical & Healthcare Holdings Ltd CENTRAL INDEX KEY: 0001802574 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-54318 FILM NUMBER: 20631885 BUSINESS ADDRESS: STREET 1: UNIT 3302, 33/F, THE CENTER STREET 2: 99 QUEEN'S ROAD CITY: CENTRAL STATE: K3 ZIP: 000000 BUSINESS PHONE: 852-2866-3718 MAIL ADDRESS: STREET 1: UNIT 3302, 33/F, THE CENTER STREET 2: 99 QUEEN'S ROAD CITY: CENTRAL STATE: K3 ZIP: 000000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Grand Decade Developments Ltd CENTRAL INDEX KEY: 0001803972 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-54318 FILM NUMBER: 20631886 BUSINESS ADDRESS: STREET 1: UNIT 3302, 33/F, THE CENTER STREET 2: 99 QUEEN'S ROAD CITY: CENTRAL STATE: K3 ZIP: 000000 BUSINESS PHONE: 852-2866-3718 MAIL ADDRESS: STREET 1: UNIT 3302, 33/F, THE CENTER STREET 2: 99 QUEEN'S ROAD CITY: CENTRAL STATE: K3 ZIP: 000000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sirtex Medical US Holdings, Inc. CENTRAL INDEX KEY: 0001802483 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-54318 FILM NUMBER: 20631887 BUSINESS ADDRESS: STREET 1: 300 UNICORN PARK DRIVE CITY: WOBURN STATE: MA ZIP: 01801 BUSINESS PHONE: 781-721-3829 MAIL ADDRESS: STREET 1: 300 UNICORN PARK DRIVE CITY: WOBURN STATE: MA ZIP: 01801 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ONCOSEC MEDICAL Inc CENTRAL INDEX KEY: 0001444307 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 980573252 STATE OF INCORPORATION: NV FISCAL YEAR END: 0731 BUSINESS ADDRESS: STREET 1: 24 N. MAIN STREET CITY: PENNINGTON STATE: NJ ZIP: 08534 BUSINESS PHONE: (858) 210-7333 MAIL ADDRESS: STREET 1: 24 N. MAIN STREET CITY: PENNINGTON STATE: NJ ZIP: 08534 FORMER COMPANY: FORMER CONFORMED NAME: NetVentory Solutions, Inc. DATE OF NAME CHANGE: 20080902 3/A 1 doc3a.xml FORM 3/A SUBMISSION X0206 3/A 2020-02-07 2020-02-18 0 0001444307 ONCOSEC MEDICAL Inc ONCS 0001802574 China Grand Pharmaceutical & Healthcare Holdings Ltd C/O CHAO ZHOU, UNIT 3302, 33/F, THE CENTER, 99 QUEEN'S ROAD CENTRAL HONG KONG 0 0 1 1 See Remarks 0001803972 Grand Decade Developments Ltd C/O CHAO ZHOU, UNIT 3302, 33/F, THE CENTER, 99 QUEEN'S ROAD CENTRAL HONG KONG 0 0 1 1 See Remarks 0001802483 Sirtex Medical US Holdings, Inc. 300 UNICORN PARK DRIVE WOBURN MA 01801 0 0 1 1 See Remarks Common Stock 12000000 I See Footnote On October 10, 2019, OncoSec Medical Incorporated (the "Issuer") entered into Stock Purchase Agreements with each of Grand Decade Developments Limited ("Grand Decade"), a wholly owned subsidiary of China Grand Pharmaceutical and Healthcare Holdings Limited ("CGP"), (the "CGP Purchase Agreement") and Sirtex Medical US Holdings, Inc., an affiliate of CGP ("Sirtex"), (the "Sirtex Purchase Agreement", and together with the CGP Purchase Agreement, the "Purchase Agreements"). On February 7, 2020, the transactions set forth in the Purchase Agreements were consummated. Pursuant to the terms of the Purchase Agreements and for consideration paid by the Reporting Persons, the Issuer directly issued to Grand Decade and Sirtex 10,000,000 shares and 2,000,000 shares, respectively, of the Issuer's Common Stock. The Reporting Persons may be deemed to be members of a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. Each Reporting Person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by the Reporting Person. This report shall not be deemed an admission that such Reporting Person is a member of a group or the beneficial owner of any securities not directly owned by such Reporting Person. This Amendment is filed solely to add EDGAR CIKs for certain reporting persons. Exhibit List: Ex. 24.1 - Power of Attorney /s/ Caterina Benson by Power of Attorney for China Grand Pharmaceutical and Healthcare Holdings Limited 2020-02-19 /s/ Caterina Benson by Power of Attorney for Grand Decade Developments Limited 2020-02-19 /s/ Caterina Benson by Power of Attorney for Sirtex Medical US Holdings, Inc. 2020-02-19 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT
                         LIMITED POWER OF ATTORNEY FOR
                        SECTION 16 REPORTING OBLIGATIONS

              Know all by these presents, that the undersigned, Chao Zhou for
China Grand Pharmaceutical & Healthcare Holdings Ltd hereby makes, constitutes
and appoints Caterina Benson as the undersigned's true and lawful attorney-in-
fact ("Agent"), with full power and authority as hereinafter described on behalf
of and in the name, place and stead of the undersigned to:

      (1)     prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5
      (including any amendments thereto) with respect to the securities of
      OncoSec Medical Incorporated, a Nevada corporation (the "Company"), with
      the SEC, any national securities exchanges and the Company, as considered
      necessary or advisable under Section 16(a) of the Exchange Act and the
      rules and regulations promulgated thereunder, as amended from time to
      time;

      (2)     seek or obtain, as the undersigned's representative and on the
      undersigned's behalf, information on transactions in the Company's
      securities from any third party, including brokers, employee benefit plan
      administrators and trustees, and the undersigned hereby authorizes any
      such person to release any such information to the undersigned and
      approves and ratifies any such release of information; and

      (3)     perform any and all other acts which in the discretion of such
      attorney-in-fact are necessary or desirable for and on behalf of the
      undersigned in connection with the foregoing.

      The undersigned acknowledges that:

      (1)     this Power of Attorney authorizes, but does not require, such
      attorney-in-fact to act in their discretion on information provided to
      such attorney-in-fact without independent verification of such
      information;

      (2)     any documents prepared and/or executed by such attorney-in-fact on
      behalf of the undersigned pursuant to this Power of Attorney will be in
      such form and will contain such information and disclosure as such
      attorney-in-fact, in his or her discretion, deems necessary or desirable;

      (3)     neither the Company nor such attorney-in-fact assumes (i) any
      liability for the undersigned's responsibility to comply with the
      requirement of the Exchange Act, (ii) any liability of the undersigned for
      any failure to comply with such requirements, or (iii) any obligation or
      liability of the undersigned for profit disgorgement under Section 16(b)
      of the Exchange Act; and

      (4)     this Power of Attorney does not relieve the undersigned from
      responsibility for compliance with the undersigned's obligations under the
      Exchange Act, including without limitation the reporting requirements
      under Section 16 of the Exchange Act.

              The undersigned hereby gives and grants the foregoing attorney-in-
fact full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary or appropriate to be done in and about the
foregoing matters as fully to all intents and purposes as the undersigned might
or could do if present, hereby ratifying all that such attorney-in-fact of, for
and on behalf of the undersigned, shall lawfully do or cause to be done by
virtue of this Limited Power of Attorney.

              This Power of Attorney shall remain in full force and effect until
revoked by the undersigned in a signed writing delivered to such attorney-in-
fact.

              IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of February 5, 2020.

                                China Grand Pharmaceutical & Healthcare Holdings
                                Ltd

                                By: /s/ Chao Zhou
                                    -------------

                                Name: Chao Zhou

                                Title: Executive Deputy Officer



EX-24.2 3 attachment2.htm EX-24.2 DOCUMENT
                         LIMITED POWER OF ATTORNEY FOR
                        SECTION 16 REPORTING OBLIGATIONS

              Know all by these presents, that the undersigned, Chao Zhou for
Grand Decade Developments Limited hereby makes, constitutes and appoints
Caterina Benson as the undersigned's true and lawful attorney-in-fact ("Agent"),
with full power and authority as hereinafter described on behalf of and in the
name, place and stead of the undersigned to:

      (1)     prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5
      (including any amendments thereto) with respect to the securities of
      OncoSec Medical Incorporated, a Nevada corporation (the "Company"), with
      the SEC, any national securities exchanges and the Company, as considered
      necessary or advisable under Section 16(a) of the Exchange Act and the
      rules and regulations promulgated thereunder, as amended from time to
      time;

      (2)     seek or obtain, as the undersigned's representative and on the
      undersigned's behalf, information on transactions in the Company's
      securities from any third party, including brokers, employee benefit plan
      administrators and trustees, and the undersigned hereby authorizes any
      such person to release any such information to the undersigned and
      approves and ratifies any such release of information; and

      (3)     perform any and all other acts which in the discretion of such
      attorney-in-fact are necessary or desirable for and on behalf of the
      undersigned in connection with the foregoing.

      The undersigned acknowledges that:

      (1)     this Power of Attorney authorizes, but does not require, such
      attorney-in-fact to act in their discretion on information provided to
      such attorney-in-fact without independent verification of such
      information;

      (2)     any documents prepared and/or executed by such attorney-in-fact on
      behalf of the undersigned pursuant to this Power of Attorney will be in
      such form and will contain such information and disclosure as such
      attorney-in-fact, in his or her discretion, deems necessary or desirable;

      (3)     neither the Company nor such attorney-in-fact assumes (i) any
      liability for the undersigned's responsibility to comply with the
      requirement of the Exchange Act, (ii) any liability of the undersigned for
      any failure to comply with such requirements, or (iii) any obligation or
      liability of the undersigned for profit disgorgement under Section 16(b)
      of the Exchange Act; and

      (4)     this Power of Attorney does not relieve the undersigned from
      responsibility for compliance with the undersigned's obligations under the
      Exchange Act, including without limitation the reporting requirements
      under Section 16 of the Exchange Act.

              The undersigned hereby gives and grants the foregoing attorney-in-
fact full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary or appropriate to be done in and about the
foregoing matters as fully to all intents and purposes as the undersigned might
or could do if present, hereby ratifying all that such attorney-in-fact of, for
and on behalf of the undersigned, shall lawfully do or cause to be done by
virtue of this Limited Power of Attorney.

              This Power of Attorney shall remain in full force and effect until
revoked by the undersigned in a signed writing delivered to such attorney-in-
fact.

              IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of February 18, 2020.

                                Grand Decade Developments Limited

                                By: /s/ Chao Zhou
                                    -------------

                                Name: Chao Zhou

                                Title: Authorized Representative



EX-24.3 4 attachment3.htm EX-24.3 DOCUMENT
                         LIMITED POWER OF ATTORNEY FOR
                        SECTION 16 REPORTING OBLIGATIONS

              Know all by these presents, that the undersigned, Kevin P. Smith
for Sirtex Medical US Holdings, Inc. hereby makes, constitutes and appoints
Caterina Benson as the undersigned's true and lawful attorney-in-fact ("Agent"),
with full power and authority as hereinafter described on behalf of and in the
name, place and stead of the undersigned to:

      (1)     prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5
      (including any amendments thereto) with respect to the securities of
      OncoSec Medical Incorporated, a Nevada corporation (the "Company"), with
      the SEC, any national securities exchanges and the Company, as considered
      necessary or advisable under Section 16(a) of the Exchange Act and the
      rules and regulations promulgated thereunder, as amended from time to
      time;

      (2)     seek or obtain, as the undersigned's representative and on the
      undersigned's behalf, information on transactions in the Company's
      securities from any third party, including brokers, employee benefit plan
      administrators and trustees, and the undersigned hereby authorizes any
      such person to release any such information to the undersigned and
      approves and ratifies any such release of information; and

      (3)     perform any and all other acts which in the discretion of such
      attorney-in-fact are necessary or desirable for and on behalf of the
      undersigned in connection with the foregoing.

      The undersigned acknowledges that:

      (1)     this Power of Attorney authorizes, but does not require, such
      attorney-in-fact to act in their discretion on information provided to
      such attorney-in-fact without independent verification of such
      information;

      (2)     any documents prepared and/or executed by such attorney-in-fact on
      behalf of the undersigned pursuant to this Power of Attorney will be in
      such form and will contain such information and disclosure as such
      attorney-in-fact, in his or her discretion, deems necessary or desirable;

      (3)     neither the Company nor such attorney-in-fact assumes (i) any
      liability for the undersigned's responsibility to comply with the
      requirement of the Exchange Act, (ii) any liability of the undersigned for
      any failure to comply with such requirements, or (iii) any obligation or
      liability of the undersigned for profit disgorgement under Section 16(b)
      of the Exchange Act; and

      (4)     this Power of Attorney does not relieve the undersigned from
      responsibility for compliance with the undersigned's obligations under the
      Exchange Act, including without limitation the reporting requirements
      under Section 16 of the Exchange Act.

              The undersigned hereby gives and grants the foregoing attorney-in-
fact full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary or appropriate to be done in and about the
foregoing matters as fully to all intents and purposes as the undersigned might
or could do if present, hereby ratifying all that such attorney-in-fact of, for
and on behalf of the undersigned, shall lawfully do or cause to be done by
virtue of this Limited Power of Attorney.

              This Power of Attorney shall remain in full force and effect until
revoked by the undersigned in a signed writing delivered to such attorney-in-
fact.

              IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of February 5, 2020.

                                 Sirtex Medical US Holdings, Inc.

                                 By: /s/ Kevin P. Smith
                                     ------------------

                                 Name: Kevin P. Smith

                                 Title: General Counsel & Executive VP, Business
                                 Development