Form SC 13G - Statement of Beneficial Ownership by Certain Investors
21 11월 2024 - 6:36AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. _________)*
Globavend
Holdings Limited
(Name
of Issuer)
Ordinary
Shares, par value $0.001 each
(Title
of Class of Securities)
G3R39B108
(CUSIP
Number)
Wai
Yiu Yau
Office
1401, Level 14, 197 St Georges Tce,
Perth,
WA 6000,
Australia
+61
08 6141 3263
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
September
30, 2024
(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 disclosures provided in a prior cover page.
The
information required on 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. G3R39B108 | 13G | Page 2 of 7 Pages |
1. |
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Globavend
Investments Limited (1) |
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
British
Virgin Islands |
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person With |
5. |
SOLE
VOTING POWER
11,444,790 |
6. |
SHARED
VOTING POWER
0
|
7. |
SOLE
DISPOSITIVE POWER
11,444,790 |
8. |
SHARED
DISPOSITIVE POWER
0 |
9. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,444,790 |
10. |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see
instructions) ☐
|
11. |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
76.65%
(2) |
12. |
TYPE
OF REPORTING PERSON (see instructions)
OO |
(1) |
Wai Yiu Yau is the sole shareholder of Globavend
Investments Limited and has voting and dispositive power over the securities owned by Globavend Investments Limited. |
|
|
(2) |
Based on 14,931,123 Ordinary Shares outstanding
as of September 30, 2024. |
CUSIP No. G3R39B108 | 13G | Page 3 of 7 Pages |
1. |
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Wai
Yiu Yau |
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
Australian |
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With |
5. |
SOLE
VOTING POWER
11,444,790 |
6. |
SHARED
VOTING POWER
0
|
7. |
SOLE
DISPOSITIVE POWER
11,444,790 |
8. |
SHARED
DISPOSITIVE POWER
0 |
9. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,444,790 |
10. |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see
instructions) ☐
|
11. |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
76.65%
(1) |
12. |
TYPE
OF REPORTING PERSON (see instructions)
|
(1) |
Based on 14,931,123 Ordinary Shares outstanding as of
September 30, 2024. |
CUSIP No. G3R39B108 | 13G | Page 4 of 7 Pages |
Item
1.
|
(a) |
Name
of Issuer
Globavend Holdings Limited |
|
|
|
|
(b) |
Address
of Issuer’s Principal Executive Offices
Office
1401, Level 14, 197 St Georges Tce,
Perth,
WA 6000, Australia |
Item
2.
|
(a) |
Name
of Person Filing |
|
|
Globavend
Investments Limited |
|
|
Wai
Yiu Yau |
|
|
|
|
(b) |
Address
of the Principal Office or, if none, residence
Office
1401, Level 14, 197 St Georges Tce, Perth,
WA
6000, Australia |
|
|
|
|
(c) |
Citizenship |
|
|
Globavend
Investments Limited – British Virgin Islands |
|
|
Wai
Yiu Yau – Australian |
|
|
|
|
(d) |
Title
of Class of Securities |
|
|
Ordinary
Shares, par value $0.001 each |
|
|
|
|
(e) |
CUSIP
Number
G3R39B108 |
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 (15 U.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 (12 U.S.C. 1813); |
|
|
|
|
|
(i) |
☐ |
A
church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of
1940 (15 U.S.C. 80a-3); |
|
|
|
|
|
(j) |
☐ |
Group,
in accordance with §240.13d-1(b)(1)(ii)(J). |
CUSIP No. G3R39B108 | 13G | Page 5 of 7 Pages |
Item
4. Ownership.
Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
|
(a) |
Amount beneficially owned: |
|
|
|
|
|
Globavend Investments Limited owns 11,444,790
Ordinary Shares. Wai Yiu Yau is the sole shareholder of Globavend Investments Limited and has voting and dispositive power over the
securities owned by Globavend Investments Limited. |
|
|
|
|
(b) |
Percent of class: 76.65% |
|
|
|
|
|
Based on 14,931,123 Ordinary Shares outstanding
as of September 30, 2024. |
|
|
|
|
(c) |
Number of shares as to which the person
has: 11,444,790 |
|
|
|
|
|
(i) |
Sole
power to vote or to direct the vote 11,444,790. |
|
|
|
|
|
|
(ii) |
Shared
power to vote or to direct the vote 0. |
|
|
|
|
|
|
(iii) |
Sole
power to dispose or to direct the disposition of 11,444,790. |
|
|
|
|
|
|
(iv) |
Shared
power to dispose or to direct the disposition of 0. |
CUSIP No. G3R39B108 | 13G | Page 6 of 7 Pages |
Instruction.
For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d) (1).
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 ☐ .
Instruction.
Dissolution of a group requires a response to this item.
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.
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. Certification.
|
(a) |
The
following certification shall be included if the statement is filed pursuant to §240.13d-1(b): |
|
|
|
|
|
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. |
|
|
|
|
(b) |
The
following certification shall be included if the statement is filed 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. |
CUSIP No. G3R39B108 | 13G | Page 7 of 7 Pages |
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.
Date:
November 20, 2024
|
|
GLOBAVEND
INVESTMENTS LIMITED |
|
|
|
|
|
|
By: |
/s/
Wai Yiu Yau |
|
|
Name: |
Wai
Yiu Yau |
|
|
Title: |
Director |
Date:
November 20, 2024
|
|
WAI
YIU YAU
|
|
|
|
|
|
|
/s/ Wai Yiu Yau |
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