Alset Inc. — Major Shareholding Notification 2021

Feb 12, 2021

SC 13G 1 aei_sc13g.htm SC 13G Document created using Blueprint(R) - powered by Issuer Direct - www.issuerdirect.com Copyright 2021 Issuer Direct Corporation aei_sc13g

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Amendment No. )

Under the Securities Exchange Act of 1934

ALSET EHOME INTERNATIONAL INC.
(Name
of Issuer)

Common Stock, par value $0.001 per share
(Title
of Class of Securities)

02116A 104
(CUSIP
Number)

November 23, 2020
(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)

☐

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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CUSIP No. 02116A 104

| 1 | NAMES
OF REPORTING PERSON I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
| --- | --- |
| | Heng Fai Chan |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions) |
| | (a)
[ ] (b)
[ ] |
| 3 | SEC USE
ONLY |
| 4 | CITIZENSHIP
OR PLACE OF ORGANIZATION |
| | Republic of Singapore |

| NUMBER
OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH | SOLE
VOTING POWER: |
| --- | --- |
| | 6,400,000 |
| 6 | SHARED
VOTING POWER: |
| | 0 |
| 7 | SOLE
DISPOSITIVE POWER: |
| | 6,400,000 |
| 8 | SHARED
DISPOSITIVE POWER: |
| | 0 |

| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| --- | --- |
| | 6,400,000 |
| 10 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions) |
| | n/a |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| | 74.6%(1) |
| 12 | TYPE OF
REPORTING PERSON (See Instructions) |
| | IN |

(1) Based on 8,580,000 shares of the common stock of the Issuer issued and outstanding as of the date hereof.

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CUSIP No. 02116A 104

| 1 | NAMES
OF REPORTING PERSON I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) HFE Holdings Limited |
| --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions) |
| | (a)
[ ] (b)
[ ] |
| 3 | SEC USE
ONLY |
| 4 | CITIZENSHIP
OR PLACE OF ORGANIZATION |
| | Hong Kong |

| NUMBER
OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH | SOLE
VOTING POWER: |
| --- | --- |
| | 6,400,000 |
| 6 | SHARED
VOTING POWER: |
| | 0 |
| 7 | SOLE
DISPOSITIVE POWER: |
| | 6,400,000 |
| 8 | SHARED
DISPOSITIVE POWER: |
| | 0 |

| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| --- | --- |
| | 6,400,000 |
| 10 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions) |
| | n/a |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| | 74.6%(1) |
| 12 | TYPE OF
REPORTING PERSON (See Instructions) |
| | CO |

(1) Based on 8,580,000 shares of the common stock of the Issuer issued and outstanding as of the date hereof.

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ITEM 1:
(a) Name
of Issuer:	Alset EHome International Inc.
(b) Address
of Issuer’s Principal Executive Offices:	4800 Montgomery Lane, Suite 210 Bethesda, Maryland 20814
ITEM 2:
(a) Name
of Person Filing:	This report is filed by Heng Fai Chan and HFE Holdings Limited with
respect to the shares of common stock, $0.001 par value per share,
of the Issuer that are directly owned by HFE Holdings Limited and
indirectly owned by Mr. Heng Fai Chan.
(b) Address
of Principal Business Office or, if none,
Residence:	Heng Fai Chan: 7 Temasek Boulevard #29-01B, Suntec Tower One,
Singapore 038987 HFE Holdings Limited: 7 th Floor, Skyway
Centre, 23 Queen’s Road West, Sheung Wan, Hong
Kong
(c) Citizenship:	Heng Fai Chan: Republic of Singapore HFE Holdings Limited: Hong Kong
(d) Title
of Class of Securities:	Common Stock, par value $0.001 per share
(e) CUSIP
Number:	02116A 104

ITEM 3: IF THIS STATEMENT IS FILED PURSUANT TO §§240.13D-1(B) OR 240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:

(a)

☐

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

(b)

☐

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

☐

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

☐

Investment company registered under section 8 of the Investment Company Act of 1940 (15U.S.C 80a-8);

(e)

☐

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

☐

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

☐

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

☐

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12U.S.C. 1813);

(i)

☐

A church plan that is excluded from the definition of an investment company under section3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

☐

A non-U.S. institution, in accordance with §240.13d-1(b)(1)(ii)(J);

(k)

☐

Group, in accordance with §240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: _________.

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ITEM 4: OWNERSHIP.

| (a) Amount
beneficially owned: | 6,400,000 |
| --- | --- |
| (b) Percent
of class: | 74.6%(1) |
| (c) Number
of shares as to which the person has: | |
| (i) Sole power to vote
or to direct the vote. | 6,400,000 |
| (ii) Shared power to
vote or to direct the vote. | 0 |
| (iii) Sole power to
dispose or to direct the disposition of. | 6,400,000 |
| (iv) Shared power to
dispose or to direct the disposition of. | 0 |

(1) Based on 8,580,000 shares of the common stock of the Issuer issued and outstanding as of the date hereof.

ITEM 5: OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].

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.

Not applicable.

ITEM 8: IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

Not applicable.

ITEM 9: NOTICE OF DISSOLUTION OF GROUP.

Not applicable.

ITEM 10: CERTIFICATIONS.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.

| Dated:
February 12, 2021 | |
| --- | --- |
| Name: | Heng
Fai Chan |

| HFE
Holdings Limited | |
| --- | --- |
| /s/ Heng Fai Chan | |
| Name: | Heng
Fai Chan |
| Title: | Director |

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EXHIBITS

| Exhibit
No. | Description |
| --- | --- |
| 99.1 | Joint
Filing Agreement |

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