New Dragon Asia Corp - Statement of Ownership (SC 13G)
07 Janvier 2008 - 4:42PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the
Securities Exchange Act of 1934
|
New
Dragon Asia Corp.
|
|
(Name
of Issuer)
|
|
Class
A Common Stock, par value $0.0001 per share
|
|
(Title
of Class of Securities)
|
|
|
645378H102
|
|
|
|
(CUSIP
Number)
|
|
|
|
|
December 4,
2007
|
|
(Date
of Event Which Requires Filing of this Statement)
|
|
|
|
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[Check
the appropriate box to designate the rule pursuant to which this Schedule is
filed:]
r
Rule
13d-1(b)
x
Rule
13d-1(c)
r
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).
|
CUSIP
No
.
645378H102
|
SCHEDULE
13G
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Page 2 of
6 Pages
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1
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NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kong
Sang Chan
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|
2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
o
______
(b)
o
______
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3
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SEC
USE ONLY
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|
4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
The
People’s Republic of China
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
5,448,620
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|
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6
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SHARED
VOTING POWER
0
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|
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7
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SOLE
DISPOSITIVE POWER
5,448,620
|
|
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8
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SHARED
DISPOSITIVE POWER
0
|
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,448,620
|
|
10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
ÿ
|
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.91%
|
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12
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TYPE
OF REPORTING PERSON
IN
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CUSIP
No. 645378H102
|
SCHEDULE
13G
|
Page
3
of
6 Pages
|
Item
1(a). Name of
Issuer:
New
Dragon Asia Corp.
Item
1(b). Address of Issuer's Principal
Executive Offices:
Suite
2808, International Chamber of Commerce Tower, Fuchua Three Road, Shenzhen,
China 518048
Item
2(a). Name of Person
Filing.
Kong
Sang
Chan
Item
2(b). Address of Principal Business Office
or, if None, Residence.
Flat
F,
Block 1, 43/F Sorrento
1
Austin
Road West, Tsim Sha Tsui
Hong
Kong
Item
2(c). Citizenship.
People’s
Republic of China
Item
2(d). Title of Class of
Securities:
Class
A
Common Stock, par value $0.0001 per share
Item
2(e). CUSIP Number:
645378H102
Item
3. If this
statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check
whetherthe person filing is a:
Not
Applicable
Item
4. Ownership.
|
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The
following is information regarding the aggregate number and percentage
of
the class of securities of the Issuer identified in Item 1 as of
December
5, 2007:
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(a)
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Amount
beneficially owned: 5,448,620 shares of Common Stock, of which 3,500,000
shares were purchased pursuant to the Securities Purchase Agreement
dated
as of December 4, 2007.
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(b)
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Percent
of Class: 9.91%
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(c)
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Number
of shares as to which such person
has:
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(i)
sole power to vote or direct the vote: 5,448,620
(ii)
shared power to vote or direct the vote: 0
(iii) sole
power to dispose or direct the disposition of: 5,448,620
(iv) shared
power to dispose or direct the disposition
of: 0
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CUSIP
No. 645378H102
|
SCHEDULE
13G
|
Page
4
of
6
Pages
|
Item
5. Ownership of Five Percent or Less of a
Class.
Not
Applicable
Item
6. Ownership of More than Five Percent on Behalf of
Another Person.
Not
Applicable
Item
7. Identification and Classification of the
Subsidiary Which Acquired the Security
Being
Reported on by the Parent Holding Company or Control
Person.
Not
Applicable
Item
8. Identification and Classification of Members of the
Group.
Not
Applicable
Item
9. Notice of Dissolution of
Group.
Not
Applicable
|
CUSIP
No. 645378H102
|
SCHEDULE
13G
|
Page
5
of
6 Pages
|
Item
10.
Certification.
Certification
pursuant to §240.13d-1(c):
By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of the issuer
of
the securities and were not acquired and are not held in connection with or
as a
participant in any transaction having that purpose or effect.
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CUSIP
No. 645378H102
|
SCHEDULE
13G
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Page
6
of
6
Pages
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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: January
7, 2008
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|
By:
/s/
Kong Sang Chan
Name:
Kong Sang Chan
|
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