Statement of Ownership (sc 13g)
February 09 2018 - 6:15AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT
NO. __)
Yangtze River Development Limited
(Name
of Issuer)
Common
(Title
of Class of Securities)
984752105
(CUSIP
Number)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule
13d-1(b)
☒ Rule
13d-1(c)
☐ Rule
13d-1(d)
*
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 in 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
|
NAMES
OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Linyu Chen
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a)
☒
(b)
☐
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
PRC
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
16,600,000
|
6
|
SHARED
VOTING POWER
0
|
7
|
SOLE
DISPOSITIVE POWER
16,600,000
|
8
|
SHARED
DISPOSITIVE POWER
0
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,600,000
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
N/A
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.63%
|
12
|
TYPE
OF REPORTING PERSON
IN
|
ITEM
1 (a) NAME OF ISSUER: Yangtze River Development Limited
ITEM
1 (b) ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
41
John St, Suite 2A, New York, NY 10038
ITEM
2 (a) NAME OF PERSON FILING:
Linyu
Chen
ITEM
2 (b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
ITEM
2 (c) CITIZENSHIP:
PRC
ITEM
2 (d) TITLE OF CLASS OF SECURITIES:
Common
ITEM
2 (e) CUSIP NUMBER:
984752105
ITEM
3 IF THIS STATEMENT IS FILED PURSUANT TO 13D-1(B) OR 13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:
|
(a)
|
☐
|
Broker or
Dealer registered under Section 15 of the Exchange Act.
|
|
(b)
|
☐
|
Bank as defined
in Section 3(a)(6) or the Exchange Act.
|
|
(c)
|
☐
|
Insurance
company as defined in Section 3(a)(19) of the Exchange Act.
|
|
(d)
|
☐
|
Investment
company registered under Section 8 of the Investment Company Act.
|
|
(e)
|
☐
|
An Investment
adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
|
|
(f)
|
☐
|
An employee
benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
|
|
(g)
|
☐
|
A Parent
Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
|
|
(h)
|
☐
|
A Savings
Association as defined in Section 3(b) of the Federal Deposit Insurance Act.
|
|
(i)
|
☐
|
A Church
Plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.
|
|
(j)
|
☐
|
Group, in
accordance with Rule 13d-1(b)(1)(ii)(J).
|
ITEM 4
OWNERSHIP
|
(a)
|
AMOUNT
BENEFICIALLY OWNED: 16,600,000
|
|
|
|
|
(b)
|
PERCENT
OF CLASS: 9.63%
|
|
|
|
|
(c)
|
NUMBER
OF SHARES AS TO WHICH THE PERSON HAS:
|
|
(i)
|
SOLE
POWER TO VOTE OR DIRECT THE VOTE 16,600,000
|
|
|
|
|
(ii)
|
SHARED
POWER TO VOTE OR DIRECT THE VOTE 16,600,000
|
|
|
|
|
(iii)
|
SOLE
POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF 16,600,000
|
|
|
|
|
(iv)
|
SHARED
POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF 16,600,000
|
ITEM 5
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS N/A
ITEM 6
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. N/A
ITEM
7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
N/A
ITEM
8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
N/A
ITEM
9 NOTICE OF DISSOLUTION OF GROUP
N/A
ITEM
10 CERTIFICATION
By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing
or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant
in any transaction having such purpose or effect.
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.
|
(Date) 02/02/2018
|
|
|
|
/s/ Linyu Chen
|
4
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