UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
Information to be Included in Statements filed Pursuant
to § 240.13d-1 (b), (c) and (d)
and Amendments Thereto Filed Pursuant to § 240.13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. _______)*
GREENPRO CAPITAL CORP.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
39540f101
(CUSIP Number)
June 6, 2017
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[ ] Rule 13d-1 (b)
[X] 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).
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1 |
NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Greenpro International Foundation |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ]
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3 |
SEC USE ONLY
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Panama |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
5 |
SOLE VOTING POWER 0 |
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6 |
SHARED VOTING POWER 5,000,000 |
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7 |
SOLE DISPOSITIVE POWER 0 |
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8 |
SHARED DISPOSITIVE POWER 5,000,000 |
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,000,000 |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.39% |
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12 |
TYPE OF REPORTING PERSON FI |
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1 |
NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
C.K. Lee |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ]
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3 |
SEC USE ONLY
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Hong Kong |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
5 |
SOLE VOTING POWER 18,665,000 |
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6 |
SHARED VOTING POWER 6,665,150* |
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7 |
SOLE DISPOSITIVE POWER 18,665,000 |
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SHARED DISPOSITIVE POWER 6,665,150* |
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 25,330,250 |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 47.58% |
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TYPE OF REPORTING PERSON IN |
* 6,665,150 shares includes the 5,000,000 shares reported herein as beneficially owned by Greenpro International Foundation (the “Foundation”), of which Mr. Lee is one of four members of the Foundation’s counsel and shares beneficially ownership over the shares, and 1,843,400 shares held by Mr. Lee’s spouse. Mr. Lee previously reported shared beneficial ownership over such 5,000,000 shares in a Schedule 13D filed on February 5, 2016.
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1 |
NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Gilbert Loke |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ]
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3 |
SEC USE ONLY
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Hong Kong |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
5 |
SOLE VOTING POWER 18,665,000 |
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6 |
SHARED VOTING POWER 5,000,000* |
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SOLE DISPOSITIVE POWER 18,665,000 |
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8 |
SHARED DISPOSITIVE POWER 5,000,000* |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 23,665,000 |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 44.45% |
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12 |
TYPE OF REPORTING PERSON IN |
* Reflects the 5,000,000 shares reported herein as beneficially owned by Greenpro International Foundation (the “Foundation”), of which Mr. Loke is one of four members of the Foundation’s counsel and shares beneficially ownership over the shares. Mr. Loke previously reported shared beneficial ownership over such 5,000,000 shares in a Schedule 13D filed on February 5, 2016.
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1 |
NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wing Wai Heung |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ]
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3 |
SEC USE ONLY
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Hong Kong |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
5 |
SOLE VOTING POWER 200 |
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6 |
SHARED VOTING POWER 5,000,000* |
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SOLE DISPOSITIVE POWER 200 |
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SHARED DISPOSITIVE POWER 5,000,000* |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,000,200 |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.39% |
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12 |
TYPE OF REPORTING PERSON IN |
* Reflects the 5,000,000 shares reported herein as beneficially owned by Greenpro International Foundation (the “Foundation”), of which Gilbert Loke is one of four members of the Foundation’s counsel and shares beneficially ownership over the shares.
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1 |
NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Inn Shen Tan |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ]
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3 |
SEC USE ONLY
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Malaysia |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
5 |
SOLE VOTING POWER
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6 |
SHARED VOTING POWER 5,000,000* |
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7 |
SOLE DISPOSITIVE POWER
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8 |
SHARED DISPOSITIVE POWER 5,000,000* |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,000,000 |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.39% |
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12 |
TYPE OF REPORTING PERSON IN |
* Reflects the 5,000,000 shares reported herein as beneficially owned by Greenpro International Foundation (the “Foundation”), of which Inn Shen Tan is one of four members of the Foundation’s counsel and shares beneficially ownership over the shares.
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1 |
NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Greenpro Talents Ltd. |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ]
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3 |
SEC USE ONLY
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Seychelles |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
5 |
SOLE VOTING POWER 0 |
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6 |
SHARED VOTING POWER 0 |
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7 |
SOLE DISPOSITIVE POWER 0 |
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8 |
SHARED DISPOSITIVE POWER 0 |
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0* |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0* |
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TYPE OF REPORTING PERSON FI |
* Greenpro Talents Ltd., a wholly-owned subsidiary of Greenpro International Foundation (the “Foundation”), is the registered holder of the 5,000,000 shares of Greenpro Capital Corp. being reported herein as beneficially owned by (1) the Foundation, (2) C.K. Lee, (3) Gilbert Loke, (4) Wing Wai Heung and (5) Inn Shen Tan. Greenpro Talents Ltd. is not the beneficial holder of the shares as defined under Rule 13d-3(a) .
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| Item 1(a). | Name of Issuer: Greenpro Capital Corp. |
| Item 1(b). | Address of Issuer’s Principal Executive Offices: Room 1701-1703, 17/F The Metropolis Tower, 10 Metropolis Drive, Hung Hom, Kowloon, Hong Kong |
| Item 2(a). | Name of Person Filing: Greenpro International Foundation |
C.K. Lee
Gilbert Loke
Wing Wai Heung
Inn Shen Tan
Greenpro Talents Ltd.
| Item 2(b). | Address of Principal Business Office or if none, Residence: |
Greenpro International Foundation - Delta Tower Building, 7th Floor, Via Espana One Hundred Twenty Two, Panama City, Republic of Panama
C.K. Lee – Same as Issuer’s Principal Executive Offices
Gilbert Loke - Same as Issuer’s Principal Executive Offices
Wing Wai Heung - RM 405, 4/F Energy Plaza, Tsim Shs Tsui East, Hong Kong, 000000
Inn Shen Tan - 30E, Block B, New World Famous Palace, Beidou Rd, Luohu Qu, Shenzhen, Guangdong Province, China, 518000
Greenpro Talents Ltd . - Same as Issuer’s Principal Executive Offices
| Item 2(c). | Citizenship: |
Greenpro International Foundation - Panama
C.K. Lee – Hong Kong
Gilbert Loke - Hong Kong
Wing Wai Heung – Hong Kong
Inn Shen Tan - Malaysia
Greenpro Talents Ltd. - Seychelles
| Item 2(d). | Title of Class of Securities: Common Stock, $.0001 par value |
| Item 2(e). | CUSIP Number: 39540F101 |
| Item 3. | Not Applicable |
| Item 4. | Ownership: |
(a) Amount Beneficially Owned:
Greenpro International Foundation – 5,000,000
C.K. Lee – 25,330,250
Gilbert Loke - 23,665,000
Wing Wai Heung – 5,000,000
Inn Shen Tan – 5,000,000
Greenpro Talents Ltd. - 0
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(b) Percent of Class:
Greenpro International Foundation – 9.39%
C.K. Lee – 47.58%
Gilbert Loke - 44.74%
Wing Wai Heung – 9.39%
Inn Shen Tan – 9.39%
Greenpro Talents Ltd. - 0
The foregoing percentages are based on 53,233,960 shares of common stock outstanding as of June 6 2017.
(c) Number of shares as to which each person has:
| (i) | sole power to vote or to direct the vote: | |
| Greenpro International Foundation – 0 | ||
| C.K. Lee – 18,665,000 | ||
| Gilbert Loke - 18,665,000 | ||
| Wing Wai Heung – 200 | ||
| Inn Shen Tan – 0 | ||
| Greenpro Talents Ltd. - 0 | ||
| (ii) | shared power to vote or to direct the vote: | |
| Greenpro International Foundation – 5,000,000 | ||
| C.K. Lee – 6,665,150 | ||
| Gilbert Loke - 5,000,000 | ||
| Wing Wai Heung – 5,000,000 | ||
| Inn Shen Tan – 5,000,000 | ||
| Greenpro Talents Ltd. - 0 | ||
| (iii) | sole power to dispose or to direct the disposition of: | |
| Greenpro International Foundation – 0 | ||
| C.K. Lee – 18,665,000 | ||
| Gilbert Loke - 18,665,000 | ||
| Wing Wai Heung – 200 | ||
| Inn Shen Tan – 0 | ||
| Greenpro Talents Ltd. - 0 | ||
| (iv) | shared power to dispose or to direct the disposition of: | |
| Greenpro International Foundation – 5,000,000 | ||
| C.K. Lee – 6,665,150 | ||
| Gilbert Loke - 5,000,000 | ||
| Wing Wai Heung – 5,000,000 | ||
| Inn Shen Tan – 5,000,000 | ||
| Greenpro Talents Ltd. - 0 |
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| 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 Subsidiary Which Acquired the Securities: |
| Greenpro International Foundation is filing this Schedule 13G as the parent company to Greenpro Talents Ltd. Greenpro Talents Ltd. acquired 5,000,000 shares of the Issuer on January 20, 2016 and filed a Schedule 13D at such time to report the acquisition. | |
| On June 6, 2017, Mr. Lee and Mr. Loke, the sole shareholders of Greenpro Talents Ltd., transferred 100% of the ownership of Greenpro Talents Ltd. to Greenpro International Foundation for an aggregate of $2.00. As a result of such transfer, Greenpro International Foundation became the parent company of Greenpro Talents Ltd. and now shares beneficial ownership over the shares with the four members of Greenpro International Foundation’s counsel referred to herein. | |
| Item 8. | Identification and Classification of Members of the Group: Not applicable |
| Item 9. | Notice of Dissolution of Group: Not applicable |
| Item 10. | Certification: |
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, other than activities solely in connection with a nomination under § 240.14a-11.
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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.
June 6, 2017
| Greenpro International Foundation | ||
| By: | /s/ Inn Shen Tan | |
| Name: | Inn Shen Tan | |
| Title: | Member of Foundation Counsel | |
| /s/ C.K. Lee | ||
| C.K. Lee | ||
| /s/ Gilbert Loke | ||
| Gilbert Loke | ||
| /s/ Wing Wai Heung | ||
| Wing Wai Heung | ||
| /s/ Inn Shen Tan | ||
| Inn Shen Tan | ||
| Greenpro Talents Ltd. | ||
| By: | /s/ Gilbert Loke | |
| Name: | Gilbert Loke | |
| Title: | Director | |
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EXHIBIT 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, $0.0001 par value, of Greenpro Capital Corp., a Nevada corporation, and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.
The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.
This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of June 6, 2017.
| Greenpro International Foundation | ||
| By: | /s/ Inn Shen Tan | |
| Name: | Inn Shen Tan | |
| Title: | Member of Foundation Counsel | |
| /s/ C.K. Lee | ||
| C.K. Lee | ||
| /s/ Gilbert Loke | ||
| Gilbert Loke | ||
| /s/ Wing Wai Heung | ||
| Wing Wai Heung | ||
| /s/ Inn Shen Tan | ||
| Inn Shen Tan | ||
| Greenpro Talents Ltd. | ||
| By: | /s/ Gilbert Loke | |
| Name: | Gilbert Loke | |
| Title: | Director | |
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