Hubei Minkang Pharmaceutical (HBMK) Inactive
Filed: 3 Oct 11, 12:00am
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.--)*
HUBEI MINKANG PHARMACEUTICAL LTD.
(Name of Issuer)
Common Stock, par value $0.001
(Title of Class of Securities)
44352W 101
(CUSIP Number)
55 Ubi Ave. 3, #03-01, Mintwell Building
Singapore 408864
(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: 65-6747-7883
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
September 21, 2011
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13D to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [ ]
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in 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).
(1) | NAME OF REPORTING PERSON Tay Ah Meng | ||
(2) | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] | ||
(3) | SEC USE ONLY | ||
(4) | SOURCE OF FUNDS (See Instructions) SC (See Item 3) | ||
(5) | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | ||
(6) | CITIZENSHIP OR PLACE OF ORGANIZATION Singapore | ||
Number of Shares Beneficially Owned by | (7) | SOLE VOTING POWER 2,052,007(1) | |
(8) | SHARED VOTING POWER 209,243(2) | ||
(9) | SOLE DISPOSITIVE POWER 2,052,007(1) | ||
(10) | SHARED DISPOSITIVE POWER 209,243(2) | ||
(11) | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,261,250 | ||
(12) | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES | ||
(13) | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.3%(3) | ||
(14) | TYPE OF REPORTING PERSON (See Instructions) IN | ||
(1) Tay Ah Meng has sole voting and dispositive power over 2,052,007 shares which he directly owns.
(2) Tay Ah Meng is deemed to beneficially own and have shared voting and dispositive power over the 209,243 shares owned directly by his wife, Toh Ling Ling.
(3) Based on 43,047,169 shares of common stock issued and outstanding as of September 21, 2011.
Item 1. SECURITY AND ISSUER
The class of equity securities to which this statement relates is common stock, $0.001 par value per share (the "Common Stock") of Hubei Minkang Pharmaceutcial Ltd., a corporation organized under the laws of the State of Nevada (the "Issuer"). The address of the principal executive offices of the Issuer is 55 Ubi Ave. 3, #03-01, Mintwell Building, Singapore 408864.
Item 2. IDENTITY AND BACKGROUND
(a) - (c)
Mr. Tay Ah Meng (age 52) of 13 Jalan Kurnia, Singapore, is currently a part time consultant of Singapore Technology Electronics (Info-Software Systems) Private Limited, having an address c/o 24, Ang Mo Kio Street 65, Singapore 569061.
(d) and (e)
During the last five years, Mr. Tay Ah Meng has not been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and 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
(f)
Mr. Tay Ah Meng is a citizen of Singapore.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Pursuant to a Share Exchange Agreement, dated July 8, 2011 (the "Share Exchange Agreement"), entered into among the Issuer, HBMK Pharmaceutical Limited ("HBMK"), a BVI corporation, and all the shareholders of HBMK (the "Vendors"), which closed on September 21, 2011, the Issuer acquired 100% of the issued and outstanding shares in the capital of HBMK, through the issuance of 33,500,000 shares of Common Stock in aggregate to the Vendors of HBMK on a pro rata basis in accordance with each Vendors' percentage of ownership in HBMK. As a Vendor to the Share Exchange Agreement, Mr. Tay Ah Meng received 2,052,007 shares of Common Stock and Mr. Tay's wife, Toh Ling Ling, received 209,243 shares of Common Stock, in aggregate constituting approximately 5.3% of the Issuer's outstanding Common Stock. The Share Exchange Agreement was filed with the SEC on July 11, 2011 on a current report on Form 8-K.
Item 4. PURPOSE OF TRANSACTION
Mr. Tay Ah Meng acquired the Issuer's Common Stock for investment purposes and pursuant to the transaction described in Item 3 above.
Except as set forth herein, Mr. Tay Ah Meng has made no proposals, and entered into no agreements, which would be related to or would result in any of the events or matters described in part (a) through (j) of Item 4 of Schedule 13D.
Item 5. INTEREST IN SECURITIES OF THE ISSUER
(a) Mr. Tay Ah Meng currently directly owns 2,052,007 shares of Common Stock of the Issuer which represents approximately 4.8% of the outstanding Common Stock of the Issuer. This percentage is based on 43,047,169 shares of Common Stock issued and outstanding as of September 21, 2011.
(b) Mr. Tay Ah Meng has the sole power to vote or to direct the vote and the sole power to dispose or direct the disposition of 2,052,007 shares of Common Stock, which he directly owns. In addition, Mr. Tay is deemed to have shared power to vote or direct the vote and shared power to dispose or direct the disposition of 209,243 shares of Common Stock, which are owned directly by his wife, Toh Ling Ling.
(c) Other than the transaction described in Item 3 above, Mr. Tay Ah Meng has not affected any transaction in the Common Stock during the past sixty (60) days.
(d) No other persons are known that have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities.
(e) Not applicable.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO THE SECURITIES OF THE ISSUER
Except as otherwise indicated above, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among Mr. Tay Ah Meng and any other person with respect to any securities of the Issuer, including, but not limited to, transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees or profits, division of profits or loss, or the giving or withholding of proxies.
Item 7. MATERIAL TO BE FILED AS EXHIBITS
None.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: September 30, 2011 | By: /s/ Tay Ah Meng |