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CUSIP No. 098529 30 8 |
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Page 1 of 5 Pages |
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act
of 1934
Bonso Electronics International, Inc.
(Name of Issuer)
Common
Stock
(Title of Class of Securities)
098529
30 8
(CUSIP Number)
Albert So
c/o Bonso Electronics International Inc.
Unit 1404, 14/F, Cheuk Nang Centre
9 Hillwood Road, Tsimshatsui
Kowloon, Hong Kong
(852) 2605 5822
(Name, Address and Telephone Number
of Person Authorized to Receive Notices and Communications)
August
14, 2015 (effective as of July 9, 2015)
(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box q
Note: Schedules filed
in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for
other parties to whom copies are to be sent.
*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 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. 098529 30 8 |
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Page
2 of 5 Pages |
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1 |
NAME OF REPORTING PERSON
Albert
So
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY)
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)
¨
(b) ¨ |
3 |
SEC USE ONLY |
4 |
SOURCE OF FUNDS (See Instructions)
PF |
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨ |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Hong Kong |
NUMBER OF |
7 |
SOLE VOTING POWER
370,000 (See Notes 1 and 2) |
SHARES
BENEFICIALLY OWNED |
8 |
SHARED VOTING POWER
0 |
BY
EACH REPORTING |
9 |
SOLE DISPOSITIVE POWER
370,000 (See Note 2) |
PERSON WITH |
10 |
SHARED DISPOSITIVE POWER
0 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
370,000 shares |
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.9% (See Note 3) |
14 |
TYPE OF REPORTING PERSON (See Instructions) IN |
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Note 1. Effective July, 9, 2015, Albert So, the
Treasurer, Chief Financial Officer and a Director of Bonso Electronics International Inc. (“Bonso” or the
“Issuer”) was granted an option to acquire 120,000 shares of $.003 par value (the "Common Stock") at an
exercise price of $1.50 per share that expires on March 31, 2025.
Note 2. Albert So now owns 250,000 shares of
Bonso’s Common Stock, and has an option to acquire another 120,000 shares of Common Stock that was granted effective
July 9, 2015 at an exercise price of $1.50 per share that expires on March 31, 2025.
Note 3. The number of shares outstanding is 5,246,903
shares, excluding 330,736 shares held in treasury. This calculation excludes the 330,736 shares held in treasury and is based
upon 5,246,903 shares.
Item 1. Security and Issuer
This Statement relates to the Common Stock, $.003 par
value (the "Common Stock"), of Bonso. Bonso's address is Unit 1404, 14/F, Cheuk Nang Centre, 9 Hillwood Road, Tsimshatsui,
Kowloon, Hong Kong.
Item 2. Identity and Background
(a) The name of the person filing this statement on Schedule 13D is Albert
So (“Mr. So or the “Reporting Person”).
(b) The business address of Albert So is as follows:
Albert So
c/o Bonso Electronics International Inc.
Unit 1404, 14/F, Cheuk Nang Centre
9 Hillwood Road, Tsimshatsui
Kowloon, Hong Kong
(c) Mr. So is the Issuer’s Treasurer, Chief Financial
Officer and a Director .
(d)(e) During the last five years, Mr. So 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 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.
(f) Mr. So is a citizen of Hong Kong.
Items 3.
Effective July 9, 2015, Mr. So
was granted an option to purchase 120,000 shares of Common Stock of Bonso.
Items 4.
Mr. So advises that all shares
beneficially owned are being held for investment purposes.
The Board of Directors of Bonso,
of which Mr. So is a Director, may in the future consider one or more plans, proposals or transactions, including but not limited
to:
(1) various extraordinary transactions,
such as a merger, reorganization, including but not limited to a going private transaction, or liquidation;
(2) the purchase, sale or transfer
of a material amount of assets of Bonso;
(3) a material change in the present
dividend rate or policy, or indebtedness or capitalization of Bonso;
(4) a change in the present board
of directors or management of Bonso, including, but not limited to, plans or proposals to change the number or the term of directors
or to fill any existing vacancies on the board or to change any material term of the employment contract of any executive officer;
(5)
any other material change in Bonso's corporate structure or business;
(6) the delisting of Bonso’s
Common Stock from the NASDAQ capital market;
(7) the termination from registration
of Bonso’s Common Stock;
(8) the offer and sale of additional
securities of Bonso; and
(9) changes in Bonso's memorandum
and articles of association or other actions that could impede the acquisition of control of Bonso.
Except as discussed below, as of
the date of this report, the Board of Directors has not made any plans or considered any proposals or transactions relating to
the foregoing but may do so in the future.
As permitted by law, Mr. So may
purchase shares of Common Stock or dispose of any or all of such securities from time to time in the open market, in privately
negotiated transactions, or otherwise, depending upon future evaluation of Bonso and upon other developments, including but not
limited to general economic, stock market conditions and the price of Bonso's common stock.
Item 5. Interest in Securities of the Issuer
(a) |
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As of the date of this
Statement, Mr. So beneficially owns 370,000 shares,
or 6.9% of the Issuer’s Common Stock. See Notes 1, 2 and 3 above. This amount includes options to acquire 120,000
shares of Bonso’s Common Stock at an exercise price of $1.50 per share that expires on March 31, 2025. |
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(b) |
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Mr. So has the sole power to vote or
direct the vote and dispose or direct the disposition of the 370,000 shares
he beneficially owns of the Issuer’s Common Stock. This amount includes options to acquire 120,000 shares of
Bonso’s Common Stock at an exercise price of $1.50 per share that expires on March 31, 2025. |
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(c) |
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See Notes 1 and 2 above. |
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(d) |
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No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of shares reported on this Statement. |
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(e) |
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Not applicable. |
Item 6. Not Applicable.
The Reporting Person declares that
the filing of this Schedule 13D, as amended from time to time, shall not be construed as an admission by the Reporting Person that
she is the beneficial owner, for purposes of Section 13(d) and 13(g) of the Securities Exchange Act of 1934, as amended, of any
of the securities covered by this report.
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: August 14, 2015 |
/s/ Albert So |
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Albert
So |
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