SCHEDULE: Tianzhen Investments Adjusts Stake in ATIF Holdings as Jun Liu's Beneficial Ownership Ends
Ownership Disclosure
Tianzhen Investments Limited reports a change in beneficial ownership of ATIF Holdings shares, as Jun Liu is no longer deemed a beneficial owner.
Summary
- This is an amendment to a Schedule 13D filing, updating the beneficial ownership of ATIF Holdings shares.
- Tianzhen Investments Limited (TIL) beneficially owns 3,472,024 shares and may be deemed to own an additional 1,820,000 shares through a voting proxy agreement, totaling 5,292,024 shares or 44.41% of the outstanding shares.
- Jun Liu is no longer considered a beneficial owner of the shares held by Tianzhen Investments Limited, as he is no longer the sole director.
- Yanru Zhou beneficially owns 1,820,000 shares through Eno Group Limited (EGL), representing 15.27% of the outstanding shares.
- Eno Group Limited also holds 1,820,000 shares, which are beneficially owned by Yanru Zhou.
- The total outstanding shares of ATIF Holdings are 11,917,452 as of December 19, 2024.
Sentiment
Score: 6
Explanation: The document is a routine update on share ownership, with no significant positive or negative implications. The change in beneficial ownership is expected and does not suggest any major shifts in the company's direction.
Risks
- Changes in beneficial ownership could indicate shifts in control or influence within ATIF Holdings.
- The reliance on proxy agreements for voting rights introduces a layer of complexity and potential for future changes.
Future Outlook
The Reporting Persons have no current plans or proposals which relate to or would otherwise result in any significant changes to the company.
Industry Context
This filing is a routine update to reflect changes in beneficial ownership, which is common in publicly traded companies. It does not indicate any significant strategic shift for ATIF Holdings.
Comparison to Industry Standards
- Schedule 13D filings are standard practice for investors holding more than 5% of a company's shares.
- The ownership percentages reported are within the range of typical institutional and major shareholder holdings in similar companies.
- The use of proxy agreements is not uncommon, but it adds a layer of complexity to the ownership structure.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Beneficial Owner of Tianzhen Investments Limited Shares | Jun Liu | NA | January 10, 2025 | Jun Liu is no longer the sole director of Tianzhen Investments Limited |
Stakeholder Impact
- The change in beneficial ownership may be of interest to shareholders, but it does not appear to have any immediate impact on the company's operations or financial position.
- The removal of Jun Liu as a beneficial owner may be of interest to the board of directors.
Key Dates
| Date | Description |
|---|---|
| September 30, 2018 | Date of the voting rights proxy agreement between Eno Group Limited and Qiuli Wang. |
| February 10, 2021 | Date of the voting rights proxy assignment agreement between Tianzhen Investments Limited and Qiuli Wang. |
| December 19, 2024 | Date of the Issuer's Form 10-Q filing, reporting 11,917,452 outstanding shares. |
| January 10, 2025 | Date Jun Liu ceased to be a beneficial owner of more than 5% of the outstanding shares. |
| January 24, 2025 | Date of this Schedule 13D amendment filing. |
Keywords
beneficial ownership, Schedule 13D, ATIF Holdings, Tianzhen Investments Limited, Yanru Zhou, Eno Group Limited, voting proxy, shareholding
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