0001213900-20-006725.txt : 20200318
0001213900-20-006725.hdr.sgml : 20200318
20200318061110
ACCESSION NUMBER: 0001213900-20-006725
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191129
FILED AS OF DATE: 20200318
DATE AS OF CHANGE: 20200318
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RUILI INTERNATIONAL INC.
CENTRAL INDEX KEY: 0001806481
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-11991
FILM NUMBER: 20723106
BUSINESS ADDRESS:
STREET 1: NO. 5 ZHENNING ALLEY, YUHAI STREET
STREET 2: RUI'AN
CITY: ZHEJIANG PROVINCE
STATE: F4
ZIP: 00000
BUSINESS PHONE: 86-57765609900
MAIL ADDRESS:
STREET 1: NO. 5 ZHENNING ALLEY, YUHAI STREET
STREET 2: RUI'AN
CITY: ZHEJIANG PROVINCE
STATE: F4
ZIP: 00000
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SORL Auto Parts, Inc.
CENTRAL INDEX KEY: 0000714284
STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714]
IRS NUMBER: 300091294
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: NO. 1169 YUMENG ROAD
STREET 2: RUIAN ECONOMIC DEVELOPMENT ZONE
CITY: RUIAN CITY, ZHEJIANG
STATE: F4
ZIP: 325200
BUSINESS PHONE: 86-577-65817720
MAIL ADDRESS:
STREET 1: NO. 1169 YUMENG ROAD, KNIAN
STREET 2: RUIAN ECONOMIC DEVELOPMENT ZONE
CITY: RUIAN CITY, ZHEJIANG
STATE: F4
ZIP: 325200
FORMER COMPANY:
FORMER CONFORMED NAME: SORL Auto Parts Inc
DATE OF NAME CHANGE: 20040830
FORMER COMPANY:
FORMER CONFORMED NAME: ENCHANTED VILLAGE INC
DATE OF NAME CHANGE: 20040430
FORMER COMPANY:
FORMER CONFORMED NAME: SUNNINGDALE, INC.
DATE OF NAME CHANGE: 20040427
3
1
ownership.xml
X0206
3
2019-11-29
0
0000714284
SORL Auto Parts, Inc.
SORL
0001806481
RUILI INTERNATIONAL INC.
NO. 2666 KAIFAQU AVENUE,
RUIAN ECONOMIC DEVELOPMENT DIST.
RUI'AN, ZHEJIANG
F4
325200
CHINA
0
0
1
0
Common Stock
11359403
I
See footnote
Ruili International Inc. is currently owned and controlled by Xiaoping Zhang and was created solely for the purpose of entering into the merger agreement (the "Merger Agreement") with SORL Auto Parts, Inc. (the "Company"), dated November 29, 2019, and consummating the transactions contemplated by the Merger Agreement.
Pursuant to the Equity Contribution and Voting Agreement, dated November 29, 2019, by and among Ruili International Inc., Xiaoping Zhang, Shuping Chi and Xiaofeng Zhang (together with Xiaoping Zhang and Shuping Chi, the "Rollover Stockholders"), (x) immediately prior to the closing of the merger, the Rollover Stockholders will contribute to Ruili International Inc. an aggregate amount of 11,359,403 shares of the common stock of the Company beneficially owned by them (the "Rollover Shares"), representing 58.83% of the common stock of the Company, in exchange for newly issued shares of common stock of Ruili International Inc.; and (y) the Rollover Stockholders irrevocably appoint Ruili International Inc., as their irrevocable proxy to vote the Rollover Shares.
Ruili International Inc. may be deemed to beneficially own all of such Rollover Shares and share with the Rollover Stockholders the voting power and dispositive power of such Rollover Shares. Ruili International expressly disclaims its ownership of any pecuniary interest in such Rollover Shares because Ruili International Inc. does not have or share the opportunity, directly or indirectly, to profit or share in any profit derived from the transaction in such Rollover Shares.
/s/ Xiaoping Zhang as its sole director
2020-03-17