Amended Statement of Beneficial Ownership (sc 13d/a)
January 03 2018 - 4:44PM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No. 1)*
Chinawe.com
Inc.
(Name
of Issuer)
Common
Stock, par value $.001 per share
(Title
of Class of Securities)
169464
10 4
(CUSIP
Number)
Mr.
Man Keung Wei
c/o
Chinawe.com Inc.
Room
1208, Block A
Fuk
Keung Industrial Building
66-68
Tong Mei Road
Kowloon,
Hong Kong
Telephone:
(852) 91996480
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
January
3, 2018
(Date
of Event which Requires Filing of this Statement)
If
the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule
13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-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 on 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).
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CUSIP NO. 169464 10 4
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1.
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NAMES OF REPORTING PERSONS: Man Keung Wai
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY):
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS (SEE INSTRUCTIONS): 00
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5.
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION:
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Chinese
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NUMBER OF
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7.
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SOLE VOTING POWER:
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25,854,090
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SHARES
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BENEFICIALLY
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8.
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SHARED VOTING POWER:
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0
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OWNED BY
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EACH
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9.
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SOLE DISPOSITIVE POWER:
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25,854,090
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REPORTING
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PERSON WITH
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10.
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SHARED DISPOSITIVE POWER:
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0
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11.
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON: 25,854,090
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12.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11): 59
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14.
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
IN
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CUSIP NO. 169464 10 4
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1.
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NAMES OF REPORTING PERSONS: Gonet Associates
Limited
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY): Non-U.S. entity
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS (SEE INSTRUCTIONS):
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5.
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION:
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British Virgin Islands
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NUMBER OF
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7.
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SOLE VOTING POWER:
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25,854,090
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SHARES
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BENEFICIALLY
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8.
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SHARED VOTING POWER:
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0
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OWNED BY
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EACH
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9.
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SOLE DISPOSITIVE POWER:
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25,854,090
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REPORTING
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PERSON WITH
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10.
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SHARED DISPOSITIVE POWER:
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0
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11.
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON: 25,854,090
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12.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11): 59
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14.
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
CO
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Man Keung Wai (“Mr. Wai”) and
Gonet Associates Limited, a British Virgin Islands company (“Gonet”), hereby amend and supplement the Schedule 13D
originally filed with the Securities and Exchange Commission on March 26, 2001.
This Schedule relates to the common stock,
par value $.001 per share (“Common Stock”), of Chinawe.com Inc., a California corporation (the “Issuer”).
“Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of the Schedule is hereby amended by inserting the following
text as and for the last paragraph thereof:
“On January 3, 2018, Charter One Investments
Limited, a British Virgin Islands company, gave Gonet 3,800,000 shares of Common Stock as a gift (the
“Gift”).”
“Item 4. Purpose of Transaction
Item 4 of the Schedule is hereby amended by inserting the following
text as and for the last paragraph thereof:
“Notwithstanding anything to the contrary contained in
the preceding paragraph of this Item 4, from time to time Gonet receives offers to purchase some or all of its ownership interest
in the Issuer. Gonet evaluates each such offer on its merits and, if a future offer is deemed acceptable, could sell all or part
of its ownership interest in the Issuer.”
“Item 5. Interest in Securities of the Issuer.
Item 5(a) of the Schedule is hereby amended by deleting the
existing text and inserting the following text in its stead:
“(a) As of January 3, 2018, the aggregate number
of shares of Common Stock beneficially owned (as defined by Rule 13d-3 under the Securities Exchange Act of 1934, as amended)
by Mr. Wai, through his control of Gonet, and Gonet is 25,854,090, constituting approximately 59% of the shares of Common
Stock outstanding, based on the 43,800,000 shares of Common Stock reported by the Issuer to be issued and
outstanding.”
Item 5(b) of the Schedule is hereby amended by deleting the
existing text and inserting the following text in its stead:
“(b) Gonet has sole power to vote or to direct the vote
and sole power to dispose or to direct the disposition of 25,854,090 shares of Common Stock, but Mr. Wai, by virtue of his ownership
interest in and position with Gonet, has the power to vote and to dispose of all of such shares of Common Stock.”
Item 5(c) of the Schedule is hereby amended by deleting the
existing text and inserting the following text in its stead:
“(c) Except for the Gift, neither Mr. Wai nor Gonet
effected any transactions in shares of the Common Stock during the past sixty days.”
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.
January 3, 2018
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GONET ASSOCIATES LIMITED
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By:
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/s/ Man Keung Wai
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Man Keung Wai
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Director
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/s/ Man Keung Wai
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Man Keung Wai
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