SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Avatar Ventures Corp.
Common Stock, $.001 par value
(Title of Class of Securities)
(CUSIP Number of Class of Securities)
Zhen Chen
POSTAL CODE 130021, BOX 2225,
MING DE ROAD POST OFFICE, CHAO YANG,
CHANG CHUN CHINA 1300006
949-209-7970
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
April 6, 2011
(Date of Event which Requires Filing of this Schedule)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: ¨
SCHEDULE 13D
| | |
| 1 | NAME OF REPORTING PERSON |
| | I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
| | |
| | Zhen Chen |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
| | (a) | ¨ |
| | (b) | ¨ |
| 3 | SEC USE ONLY |
| | |
| | |
| 4 | SOURCE OF FUNDS |
| | |
| | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
| | |
| | o |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION |
| | |
| | Chinese |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER |
| | | |
| | | |
| | 8 | SHARED VOTING POWER |
| | | |
| | | |
| | 9 | SOLE DISPOSITIVE POWER |
| | | |
| | | 35,750,000 |
| | 10 | SHARED DISPOSITIVE POWER |
| | | |
| | | |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| | |
| | 35,750,000 |
| | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
| | |
| | ¨ |
| | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
| | |
| | 52.38% |
| | |
| 14 | TYPE OF REPORTING PERSON* |
| | |
| | Individual |
Item 1. Security and Issuer.
This statement on Schedule 13D ("Schedule 13D") is being filed with respect to the common stock, $0.001 par value (the "common Stock"), of Avatar Ventures Corp., a Nevada corporation (the "Company"). The Company's principal executive office is located at POSTAL CODE 130021, BOX 2225, MING DE ROAD POST OFFICE, CHAO YANG, CHANG CHUN CHINA 1300006.
Item 2. Identity and Background.
(a) This statement is filed by Zhen Chen (the "Reporting Person") with respect to shares directly owned by him.
Any disclosures herein with respect to persons other than the Reporting Person is made on information and belief after making inquiry to the appropriate party.
(b) The business address of Zhen Chen is POSTAL CODE 130021, BOX 2225, MING DE ROAD POST OFFICE, CHAO YANG, CHANG CHUN CHINA 1300006.
(c) The Reporting Person has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(d) The Reporting Person has not, during the last five years, 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.
On February 8, 2011, the Reporting Person received a stock dividend of 12 common shares for each common share held. Prior to the dividend payment the reporting person held 2,750,000 common shares and after the dividend payment the reporting person has 35,750,000 shares of the Company's voting Common Stock.
Item 4. Purpose of Transaction.
The shares of Common Stock owned by the Reporting Person were acquired for, and are being held for, investment purposes.
The Reporting Person may in the future directly acquire shares of Common Stock in open market or private transactions, block purchases or otherwise. The Reporting Person may continue to hold or dispose of all or some of the securities reported herein from time to time, in each case in open market or private transactions, block sales or purchases or otherwise, subject to compliance with applicable law. Other than as set forth herein, the Reporting Person has no plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (b) through (j), inclusive, of Item 4 of the Schedule 13D. The Reporting Person may, at any time and from time to time, review or reconsider his position and formulate plans or proposals with respect thereto, but has no present intention of doing so.
Item 5. Interest in Securities of the Issuer.
(a) As of the close of business on April 6, 2011, the Reporting Person was the beneficial owner, within the meaning of Rule 13d-3 under the Exchange Act, of 35,750,000 shares of common Stock. As of April 6, 2011, these shares represented 52.38% of the voting power of the 68,250,000 total voting shares of the Company's capital stock outstanding as reported.
(b) The sole or shared power to vote or dispose of, or to direct the vote or disposition of the Common Stock with respect to each Reporting Person noted in paragraph (a) of this Item 5 is as set forth on the cover sheets of this Schedule 13D.
(c) There have been no transactions involving the shares of Common Stock of the Company engaged in during the 60 day period prior to and including April 6, 2011, up to the present.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
There are no contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Person named in Item 2 of this statement and between such Reporting Person and any person with respect to any securities of the Company, 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 of profits, division of profits or loss, or the giving or withholding of proxies.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: April 13, 2011 | | /s/ Zhen Chen |
| | | Zhen Chen |
