UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of
1934
(Amendment No. 2)
TRIMOL GROUP INC.
(Name of Issuer)
Common Stock, Par Value $0.01 Per Share
(Title of Class of Securities)
896274
10 7
(CUSIP Number)
Boris Birshtein
1221 Avenue of the Americas, Suite 4200
New York, New York 10020 USA
(212) 554-4394
(Name, Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
August 18, 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 §§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 purposed 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).
Potential persons who are to respond
to the collection of information contained in this form are not required to respond unless the form displays a currently valid
OMB control number.
| 1. | Names of Reporting Persons. S.S or I.R.S. Identification Nos. of above persons (entities only). |
Aluminum-Power, Inc.
Magnum Associates Ltd.
Boris Birshtein
| 2. | Check the Appropriate Box if a Member of a Group (See
Instructions) |
| 4. | Source of Funds (See Instructions) - N/A |
| 5. | Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) - No |
| 6. | Citizenship or Place of Organization - |
Aluminum-Power, Inc.: Canada (ceased operations
as of July 21, 2010)
Magnum Associates Ltd.: Ireland
Boris Birshtein: Canadian Citizen
Number of Shares Beneficially Owned by Each Reporting Person
Aluminum-Power, Inc.: 0
Magnum Associates Ltd.: 0
Boris Birshtein: 8,647,000
Aluminum-Power, Inc.: 0
Magnum Associates Ltd.: 0
Boris Birshtein: 34,637,500
| 9. | Sole Dispositive Power – |
Aluminum-Power, Inc.: 0
Magnum Associates Ltd.: 0
Boris Birshtein: 8,647,000
| 10. | Shared Dispositive Power - |
Aluminum-Power, Inc.: 0
Magnum Associates Ltd.: 0
Boris Birshtein: 34,637,500
| 11. | Aggregate Amount Beneficially Owned by Each Reporting
Person – |
Aluminum-Power, Inc.: 0
Magnum Associates Ltd.: 0
Boris Birshtein: 43,384,500
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
| 13. | Percent of Class Represented by Amount in Row (11) – |
Aluminum-Power, Inc.: 0%
Magnum Associates Ltd.: 0%
Boris Birshtein: 43%
| 14. | Type of Reporting Person (See Instructions) – |
Aluminum-Power, Inc.: CO
Magnum Associates Ltd.: CO
Boris Birshtein: IN
| ITEM 1. | SECURITY AND ISSUER |
This statement relates to the shares of
common stock, par value $0.01 per share (the “Common Stock”), of Trimol Group, Inc., a Delaware corporation (the “Company”
or “Issuer”). The Company maintains its principal executive office at 1221 Avenue of the Americas, Suite 4200, New
York, New York 10020.
| ITEM 2. | IDENTITY AND BACKGROUND |
This statement is an amendment to the Schedule
13D/A filed on February 12, 2003, on behalf of Aluminum-Power, Inc. (“Aluminum-Power”), Magnum Associates Ltd. (“Magnum”),
and Boris Birshtein.
Aluminum-Power disposed of all of its shares
of the Company’s common stock in 2010, and has had no ownership in the Company’s common stock since that time. Aluminum-Power
suspended all activities, ceased operations and was voluntarily dissolved as of July 21, 2010.
| 1. (a) | Name: |
Aluminum-Power, Inc. |
| Place of Organization: | Ontario, Canada (voluntarily dissolved July 21, 2010) |
| (b) | Principal Office: |
None |
| (c) | Principal Business: |
None |
| (d) | During the last five years, Aluminum-Power has not been convicted in a criminal proceeding; |
| (e) | During the last five years, Aluminum-Power was not 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. |
| 2. (a) | Name: |
Magnum Associates Ltd. |
| Place of Organization: | Ireland |
| (b) | Principal Office: |
32 Shelborne Ave., North York Ontario, M5N 2Z1 Canada |
| (c) | Principal Business: |
Holding company |
| (d) | During the last five years, Magnum has not been convicted in a criminal proceeding; |
| (e) | During the last five years, Magnum was not 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. |
| 3. (a) | Name: |
Boris Birshtein |
| (b) | Principal Office: |
32 Shelborne Ave., North York Ontario, M5N 2Z1 Canada |
| (c) | Principal Business: |
Businessman |
| (d) | During the last five years, Mr. Birshtein has not been convicted in a criminal proceeding; |
| (e) | During the last five years, Mr. Birshtein was not 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. |
| ITEM 3. | SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION |
There was no financial, or other, consideration
in connection with the transaction reported herein.
| ITEM 4. | PURPOSE OF TRANSACTION |
On August 18, 2015 Magnum transferred
all of its 3,910,000 shares of common stock of the Company to Boris Birshtein, Magnum’s sole shareholder, for no financial
(or other) consideration. As a consequence of such transfer, Magnum owns no shares of the Company’s common stock or other
securities.
| ITEM 5. | INTEREST IN SECURITIES OF THE ISSUER |
| (a) | The aggregate number and percentage of the class of securities identified pursuant to Item 1 beneficially owned by each person
named in Item 2 are as follows: |
Name of Beneficial Owner |
Amount and Nature of Beneficial Owner |
Percent of Class (1) |
Magnum Associates Ltd. (2)
32 Shelborne Avenue
North York, Ontario M5N 2Z1 |
0 |
0.00% |
Aluminum-Power, Inc. (3)
32 Shelborne Avenue
North York, Ontario M5N 2Z1 |
0 |
0.00% |
Boris Birshtein
32 Shelborne Avenue
North York, Ontario M5N 2Z1 |
43,284,500 (4) |
43.0% |
| (1) | Based
on a total of 100,472,328 shares of the Company’s common stock issued and outstanding
as of August 21, 2015. |
| (2) | Mr.
Birshtein is the sole shareholder of Magnum Associates Ltd. |
| (3) | Aluminum-Power
ceased all operations and was voluntarily dissolved on July 21, 2010. Prior to such time,
Mr. Birshtein was an indirect owner of Aluminum-Power. Aluminum-Power’s majority
shareholder was Eontech Group, Inc. which was directly owned and controlled by Birshtein
Holdings, Ltd. Birshtein Holdings, Ltd. was directly controlled by Boris Birshtein. |
| (4) | Includes
8,647,000 shares of common stock owned directly by Mr. Birshtein, and indirect beneficial
ownership of 34,637,500 shares of the Company’s common stock by virtue of Mr. Birshtein’s
fifty percent (50%) ownership interest in Royal HTM Group, Inc. which owns 69,275,000
shares of the Company’s common stock. |
| (b) | Mr. Birshtein owns fifty percent (50%) of Royal HTM Group, Inc. and in such capacity has the power to direct the vote and direct
the disposition of fifty percent (50%) of the 69,275,000 shares of the Company’s common stock owned by such entity; |
| (c) | The only transaction that has occurred in the last sixty (60) days is the transaction reported herein; |
| (d) | Where an interest relates to more than five percent (5%) of the class, the person having the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale of such securities is the same person or entities identified
in Item 2. |
| ITEM 6. | CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER |
The relationship among the reporting persons
named in Item 2 and with respect to the transaction reported herein are disclosed in Items 2 and 5.
| ITEM 7. | MATERIAL TO BE FILED AS EXHIBITS |
None.
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.
Dated: August 21, 2015
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MAGNUM ASSOCIATES LTD. |
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/s/ Boris Birshtein |
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Name: |
Boris Birshtein |
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Title: |
President |
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/s/ Boris Birshtein |
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Boris Birshtein |
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