UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. n/a )*
CBL International Ltd.
(Name of Issuer)
Ordinary Shares, par value $0.0001 per share
(Title of Class of Securities)
G1991X109
(CUSIP Number)
August 22, 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 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).
CUSIP No. G1991X109
| 1. | Names of Reporting Persons
Asian Strategy 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 |
5. | Sole Voting Power
2,500,000 |
| 6. | Shared Voting Power
0 | |
| 7. | Sole Dispositive Power
2,500,000 | |
| 8. | Shared Dispositive Power
0 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
2,500,000 |
| 10. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
☐ |
| 11. | Percent of Class Represented by Amount in Row (11)
9.1%* |
| 12. | Type of Reporting Person (See Instructions)
CO |
| * | The calculation of this percentage is based on 25,000,00 ordinary shares issued and outstanding as of December 31, 2023, as reported on the Form 20-F filed by the Issuer with the Securities and Exchange Commission on April 18, 2024, plus the 2,500,000 ordinary shares issued to the Reporting Person on August 22, 2024. |
| 2 |
SCHEDULE 13G
Item 1(a). Name of Issuer
CBL International Limited (“CBL” or “Issuer”)
Item 1(b). Address of Issuer’s Principal Executive Office
Level 23-2, Menara Permata Sapura
Kuala Lumpur City Centre
50088 Kuala Lumpur
Malaysia
Item 2(a). Name of Person Filing
Asian Strategy Limited (“Asian Strategy” or “Reporting Person”)
Item 2(b). Address of Principal Business Office
1213 Tower A, Hung Hom Commercial Centre
39 Ma Tau Wai Road
Hong Kong
Item 2(c). Citizenship
Hong Kong
Item 2(d). Title of Class of Securities
Ordinary Shares, par value $0.0001 per share
Item 2(e). CUSIP Number
G1991X109
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
Not applicable.
Item 4. Ownership
The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for the Reporting Person. Such information is as of August 22, 2024.
| 3 |
Asian Strategy, a Hong Kong company, is the record holder and beneficial owner of the shares reported herein. Qu Zhiqiang, who is the sole director and Managing Director of Asian Strategy, has sole voting and/or dispositive control over the shares held by Asian Strategy by virtue of his status as the sole director and Managing Director of Asian Strategy. Mr. Zhiqiang disclaims beneficial ownership of the ordinary shares of CBL held by Asian Strategy.
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 5 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. Certification
Not applicable.
| 4 |
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: October 24, 2024
| ASIAN STRATEGY LIMITED, a Hong Kong incorporated private company | ||
| By: | /s/ Qu Zhiqiang | |
| Name: | Qu Zhiqiang | |
| Title: | Managing Director | |
| 5 |