Amended Statement of Beneficial Ownership (sc 13d/a)
May 24 2022 - 2:42PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D/A
Under
the Securities Exchange Act of 1934
(Amendment
No. 1)*
JE
CLEANTECH HOLDINGS LIMITED
(Name
of Issuer)
Ordinary
Shares, $0.001 par value
(Title
of Class of Securities)
None
(CUSIP
Number)
Mr.
Henry F. Schlueter, Esq.
Schlueter
& Associates, P.C.
5290
DTC Parkway, Suite 150
Greenwood
Village, CO 80111
Tel:
303-292-3883
(Name/Address/Telephone
Number of Person Authorized to Receive Notices and Communications)
April
26, 2022
(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 ☐.
Note:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule
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).
CUSIP No. None | 13D | Page 2 of 5 |
1 |
NAMES
OF REPORTING PERSONS
HONG
Bee Yin |
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)
OO |
5 |
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS
IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐ |
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Singapore |
Number
of shares
beneficially
owned
by
each reporting
person
with: |
7 |
SOLE
VOTING POWER
0 |
8 |
SHARED
VOTING POWER
9,600,000(1) |
9 |
SOLE
DISPOSITIVE POWER
0 |
10 |
SHARED
DISPOSITIVE POWER
9,600,000(1) |
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,600,000(1) |
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)
63.9%(2) |
14 |
TYPE
OF REPORTING PERSON
IN |
(1)
The Reporting Persons share voting and dispositive power over the shares by virtue of Ms. Hong’s position as the sole officer,
director and shareholder of JE Cleantech Global Limited, the record owner of the 9,600,000 ordinary shares of the Issuer.
(2)
Based on 15,020,000 ordinary shares issued and outstanding as of April 26, 2022
CUSIP No. None | 13D | Page 3 of 5 |
1 |
NAMES OF REPORTING PERSONS
JE Cleantech Global Limited |
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)
OO |
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐ |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands |
Number of shares
beneficially owned
by each reporting
person with |
7 |
SOLE VOTING POWER
0 |
8 |
SHARED VOTING POWER
9,600,000(1) |
9 |
SOLE DISPOSITIVE POWER
0 |
10 |
SHARED DISPOSITIVE POWER
9,600,000(1) |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,600,000(1) |
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)
63.9%(2) |
14 |
TYPE OF REPORTING PERSON
CO |
(1)
JE Cleantech Global Limited is the owner of record of the 9,600,000 ordinary shares of the Issuer. JE Cleantech Global Limited
is controlled by Ms. Bee Yin Hong.
(2)
Based on 15,020,000 ordinary shares issued and outstanding as of April 26, 2022
CUSIP No. None | 13D | Page 4 of 5 |
Explanatory
Note
This
Amendment No. 1 to Schedule 13D (this “Amendment”) amends and supplements the Schedule 13D originally filed on May 24,
2022. All other information set forth in the Original Schedule 13D remains unchanged. Unless otherwise indicated, all capitalized
terms used but not defined herein shall have the same meaning ascribed to them in the Original Schedule 13D.
Item
5. Interest in Securities of the Issuer
Item
5 of the Schedule 13D is hereby amended to include the following:
(a) The
responses to Item 11 of the cover pages to this Amendment are incorporated herein.
The
responses to Item 13 of the cover pages to this Amendment are amended to indicate that the percent ownership of each of the Reporting
Persons has been reduced from 80.0% to 63.9%. The reduction was the result of the closing on April 26, 2022 on the sale by the Issuer
of 3,020,000 newly issued ordinary shares, for $4.00 per share, pursuant to its initial public offering.
(b) The
responses to Items 7 through 10 of the cover pages to this Amendment are incorporated herein.
(c) The
Reporting Persons have not effected any transactions in securities of the Issuer in the last 60 days.
(d) No
person other than the Reporting Persons 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 any of the shares beneficially owned by the Reporting Persons.
(e) Not
applicable
Item
7. Material to be Filed as Exhibits
Not
applicable
CUSIP No. None | 13D | Page 5 of 5 |
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:
May 24, 2022 |
|
/s/
HONG Bee Yin |
|
|
HONG
Bee Yin |
|
|
|
Date:
May 24, 2022 |
JE
CLEANTECH GLOBAL LIMITED |
|
|
|
|
By: |
/s/
HONG Bee Yin |
|
|
HONG
Bee Yin, Director |
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