UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
W
ASHING
T
ON,
D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
KIWA
BIO-TECH PRODUCTS GROUP CORPORATION
(Name
of Issuer)
Common
Stock, par value $0.001 per
share
(Title
of Class of Securities)
49834X
205
(CUSIP
Number)
Junwei
Zheng
No.
Room 1503
HuichengCommerce
Tower
No.
839, Xiahe Road
Siming
District, Xiamen
Zip
361000, China
(626)
715-5855
(Name,
Address and
Telephone
Number of Person Authorized to Receive Notices and Communications)
March
31, 2017
(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
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).
1
|
NAME OF
RE
PO
RT
ING
PERSON
Junwei Zheng
|
2
|
CHECK THE APPROPRI
A
TE
BOX IF A MEMBER
O
F A GROUP (See Instructions)
(a) [ ]
(b) [ ]
|
3
|
SEC
USE
ONLY
|
4
|
SOURCE
OF
FUNDS*
OO
|
5
|
CHECK IF DISCLOSURE
OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e)
[ ]
|
6
|
CITIZENSHIP OR PLACE
O
F
ORGANIZ
A
TION
Peoples Republic of China
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING
POWER
920,000
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE
DISPOSITIVE
POWER
920,000
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREG
A
TE
AMOUN
T BENEFICIAL
L
Y
OWNE
D
BY REPO
R
TING PERSON
920,000
|
12
|
CHECK BOX IF THE AGGREG
A
TE
AMOUN
T IN ROW (
1
1) EXCLUDES CE
R
T
AIN
SHARES
[ ]
|
13
|
PERCENT
OF
CLASS REPRESENTED BY
AMOUNT
IN ROW
(11)
9.58%
|
14
|
TYPE
OF
REPORTING
PERSON (See Instructions)
IN
|
Item
1. Security and
Issuer.
The
statement (“Statement”) relates to shares of common stock, par value $0.001 per share (the “Common Stock”),
of Kiwa Bio-Tech Products Group Corporation, a Delaware corporation (the “Issuer” or the “Company”). The
principal executive office of the Issuer is located at 310 N. Indian Hill Blvd., #702, Claremont, California 91711.
Item
2. Identity and
Background
The
Statement is being filed by Junwei Zheng (“Mr. Zheng”) with an address at No. Room 1503, Huicheng Commerce Tower,
No. 839, Xiahe Road, Siming District, Xiamen, Zip 361000, China
.
Mr.
Zheng is a citizen of the Peoples Republic of China
.
During
the last five years Mr. Zheng has not (i) been convicted in a criminal proceeding (excluding
traffic
violations or similar misdemeanors); or (ii) been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction as a result of which proceeding he 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.
Mr.
Zheng
acquired
the reported 920,000 shares of the
Company’s
common stock by purchasing the
shares in a private placement from the Company for an aggregate price of US$1,000,000.00.
Item
4. Purpose of
Transaction.
Mr.
Zheng
does
not
have any current plans or proposals which
relate to or would result in: (a) the acquisition by
Mr. Zheng
of additional securities
of the
Issuer,
or the disposition of securities of the Issuer; (b) an extraordinary
corporate transaction, such as a
merger,
reorganization
or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets
of the Issuer or any of its subsidiaries; (d) any change in the present board of directors or management of the
Issuer,
including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;
(e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the
Issuer’s
business or corporate structure; (g) any change in the
Issuer’s
charter,
bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer
by any person; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease
to be authorized to be quoted in an
inter-dealer
quotation system of a registered
national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of registration
pursuant to section 12(g)(4) of the Exchange Act; or (j) any action similar to any of those enumerated above.
Item
5.
Interest
in Securities of the
Issuer.
(a) As
of the date hereof,
Mr.
Zheng
beneficially
owns 920,000 shares of the issued and outstanding common stock of the
Company.
Such
amount represents
9.58
% of the total issued and outstanding shares of the
Compa
ny’s
common stock as of the date hereof.
(b)
Mr.
Zheng
holds sole voting and dispositive power over the Shares.
(c) Other
than disclosed
bel
ow
,
there were no transactions by
Mr.
Zheng
in the
Issuer’s
Common Stock during the last 60 days:
None.
(d) 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, the securities of the Issuer owned by
Mr.
Zheng
.
(e)
Not applicable.
Item
6. Contracts,
Agreements,
Understandings or Relationships
With
Respect to Securities of the
Issu
er
.
To
the knowledge of
Mr.
Zheng
,
there are no contracts,
arrangements, understandings or relationships (legal or otherwise), 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 losses, or the giving or withholding of proxies between
Mr.
Zheng
and/or any other person, with respect to any securities of the
Company.
Item
7. Material to be Filed as Exhibits.
Not
applicable.
SIGNATURES
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.
Date:
April 4, 2017
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|
|
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/s/
Junwei Zheng
|
|
Junwei
Zheng
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