UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G/A
Under the
Securities Exchange Act of 1934
(Amendment
No. 1)
Bekem
Metals, Inc.
--------------------------------------------------------------------------------
(Name of
Issuer)
Common
Stock, $.001 par value per share
--------------------------------------------------------------------------------
(Title of
Class of Securities)
077264109
--------------------------------------------------------------------------------
(CUSIP
Number)
June 1,
2009
--------------------------------------------------------------------------------
(Date of
Event which Requires Filing of this Statement)
Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
o
Rule
13d-1(b)
x
Rule
13d-1(c)
o
Rule
13d-1(d)
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.: 077264109
--------------------------------------------------------------------------------
|
|
|
|
|
|
|
|
1
|
|
NAMES OF REPORTING PERSONS:
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY):
|
|
|
|
|
|
Central
Asian Metals, Inc.
|
|
|
|
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS):
|
|
|
(a)
o
|
|
|
(b)
o
|
|
|
|
|
|
3
|
|
SEC USE ONLY:
|
|
|
|
|
|
|
|
|
|
|
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5
|
|
SOLE VOTING POWER:
|
|
|
|
|
|
NUMBER
OF
|
|
20,400,408
|
|
|
|
|
|
|
SHARES
|
6
|
|
SHARED VOTING POWER:
|
|
BENEFICIALLY
|
|
|
|
OWNED
BY
|
|
0
|
|
|
|
|
|
|
EACH
|
7
|
|
SOLE DISPOSITIVE POWER:
|
|
REPORTING
|
|
|
|
PERSON
|
|
20,400,408
|
|
|
|
|
|
|
WITH:
|
8
|
|
SHARED DISPOSITIVE POWER:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON:
|
|
|
|
|
|
20,400,408
|
|
|
|
|
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
|
|
|
|
|
|
o
|
|
|
|
|
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(9):
|
|
|
|
|
|
16.3%
|
|
|
|
|
|
12
|
|
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS):
|
|
|
|
|
|
|
CUSIP
No.: 077264109
--------------------------------------------------------------------------------
|
|
|
|
|
|
|
|
1
|
|
NAMES OF REPORTING PERSONS:
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY):
|
|
|
|
|
|
|
|
|
|
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS):
|
|
|
(a)
o
|
|
|
(b)
o
|
|
|
|
|
|
3
|
|
SEC USE ONLY:
|
|
|
|
|
|
|
|
|
|
|
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5
|
|
SOLE VOTING POWER:
|
|
|
|
|
|
NUMBER
OF
|
|
21,483,741
|
|
|
|
|
|
|
SHARES
|
6
|
|
SHARED VOTING POWER:
|
|
BENEFICIALLY
|
|
|
|
OWNED
BY
|
|
0
|
|
|
|
|
|
|
EACH
|
7
|
|
SOLE DISPOSITIVE POWER:
|
|
REPORTING
|
|
|
|
PERSON
|
|
|
|
|
|
|
|
|
WITH:
|
8
|
|
SHARED DISPOSITIVE POWER:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON:
|
|
|
|
|
|
|
|
|
|
|
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
|
|
|
|
|
|
o
|
|
|
|
|
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(9):
|
|
|
|
|
|
17.2%
|
|
|
|
|
|
12
|
|
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS):
|
|
|
|
|
|
|
|
|
(1)
|
The
White Hill Trust, as the sole shareholder of Central Asian Metals, Inc.,
is deemed to beneficially own the 20,400,408 shares of Bekem Metals, Inc.
currently held by Central Asian Metals, Inc. The White Hill
Trust is also the sole owner of Munivac Global Ventures Inc, a British
Virgin Islands corporation, which owns 1,083,333 shares of Bekem Metals,
Inc., and the White Hill Trust is thus deemed to be the beneficial owner
of a total of 21,483,741 shares of Bekem Metals,
Inc.
|
CUSIP
No.: 077264109
--------------------------------------------------------------------------------
|
|
|
|
|
|
|
|
1
|
|
NAMES OF REPORTING PERSONS:
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY):
|
|
|
|
|
|
|
|
|
|
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS):
|
|
|
(a)
o
|
|
|
(b)
o
|
|
|
|
|
|
3
|
|
SEC USE ONLY:
|
|
|
|
|
|
|
|
|
|
|
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5
|
|
SOLE VOTING POWER:
|
|
|
|
|
|
NUMBER
OF
|
|
|
|
|
|
|
|
|
SHARES
|
6
|
|
SHARED VOTING POWER:
|
|
BENEFICIALLY
|
|
|
|
OWNED
BY
|
|
0
|
|
|
|
|
|
|
EACH
|
7
|
|
SOLE DISPOSITIVE POWER:
|
|
REPORTING
|
|
|
|
PERSON
|
|
|
|
|
|
|
|
|
WITH:
|
8
|
|
SHARED DISPOSITIVE POWER:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON:
|
|
|
|
|
|
|
|
|
|
|
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
|
|
|
|
|
|
o
|
|
|
|
|
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(9):
|
|
|
|
|
|
17.2%
|
|
|
|
|
|
12
|
|
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS):
|
|
|
|
|
|
|
|
|
(1)
|
Mirbulat
Abuov is the Settlor of the White Hill Trust, and is deemed to be the
beneficial owner of all shares of Bekem Metals, Inc. held by wholly-owned
subsidiaries of the White Hill Trust
(21,483,741shares).
|
Item
1.
(a) Name
of Issuer:
Bekem
Metals, Inc.
(b)
Address of Issuer’s Principal Executive Offices: 170 Tchaikovsky Street, 4
th
Floor,
Almaty, Kazakhstan
Item
2.
(a) Name
of Person Filing:
Central
Asian Metals, Inc.
The White
Hill Trust
Mirbulat
Abuov
(b)
Address of Principal Business Office or, if none, Residence:
Central
Asian Metals, Inc.:
c/o
Brun
Via
Ariosto 6, 3rd Floor
PO Box
5251
6901
Lugano, Switzerland
The White
Hill Trust:
c/o
Brilliance Investments Ltd
Stockerstrasse
44
P.O. Box
1078
8039
Zurich
Switzerland
Mirbulat
Abuov:
60
Azerbayev Street, Office 1
Almaty
050099
Kazakhstan
(c)
Citizenship:
|
Central
Asian Metals, Inc.:
The
White Hill Trust:
Mirbulat
Abuov:
|
Domiciled in British Virgin Islands
Domiciled in Cayman Islands
Domiciled in
Kazakhstan
|
(d) Title
of Class of Securities:
Common
Stock
(e) CUSIP
Number:
077264109
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)
o
Broker or dealer
registered under section 15 of the Act (15 U.S.C. 78o).
(b)
o
Bank as defined in
section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)
o
Insurance company as
defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)
o
Investment company
registered under section 8 of the Investment Company Act of 1940 (15 U.S.C
80a-8).
(e)
o
An investment adviser
in accordance with §240.13d-1(b)(1)(ii)(E).
(f)
o
An employee benefit
plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
(g)
o
A parent holding
company or control person in accordance with §
240.13d-1(b)(1)(ii)(G).
(h)
o
A savings associations
as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813).
(i)
o
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)
o
Group, in accordance
with §240.13d-1(b)(1)(ii)(J).
Not
Applicable.
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 (1).
Central
Asian Metals, Inc.:
(a)
Amount beneficially owned: 20,400,408
(b)
Percent of class: 16.3%
(c)
Number of shares as to which the person has:
|
|
(i)
|
Sole
power to vote or to direct the vote:
20,400,408
|
|
|
(ii)
|
Shared
power to vote or to direct the vote:
20,400,408
|
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of:
20,400,408
|
|
|
(iv)
|
Shared
power to dispose or to direct the disposition of:
20,400,408
|
The White
Hill Trust:
(a)
Amount beneficially owned: 21,483,741
(b)
Percent of class: 17.2%
(c)
Number of shares as to which the person has:
|
|
(i)
|
Sole
power to vote or to direct the vote:
21,483,741
|
|
|
(ii)
|
Shared
power to vote or to direct the vote:
21,483,741
|
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of:
21,483,741
|
|
|
(iv)
|
Shared
power to dispose or to direct the disposition of:
21,483,741
|
Mirbulat
Abuov:
(a)
Amount beneficially owned: 21,483,741
(b)
Percent of class: 17.2%
(c)
Number of shares as to which the person has:
|
|
(i)
|
Sole
power to vote or to direct the vote:
21,483,741
|
|
|
(ii)
|
Shared
power to vote or to direct the vote:
21,483,741
|
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of:
21,483,741
|
|
|
(iv)
|
Shared
power to dispose or to direct the disposition of:
21,483,741
|
Percentages
are based on 125,172,011 shares of Common Stock outstanding as of May 8, 2009
(as set forth on the Issuer’s Form 10Q filed on May 13, 2009 with the Securities
and Exchange Commission).
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 [ ].
Not
Applicable.
Item
6.
Ownership of More
than Five Percent on Behalf of Another Person.
If any
other person is known to have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, such securities, a
statement to that effect should be included in response to this item and, if
such interest relates to more than five percent of the class, such person should
be identified. A listing of the shareholders of an investment company registered
under the Investment Company Act of 1940 or the beneficiaries of employee
benefit plan, pension fund or endowment fund is not required.
Not
Applicable.
Item
7.
Identification and
Classification of the Subsidiary Which Acquired the Security Being Reported on
By the Parent Holding Company or Control Person.
If a
parent holding company or Control person has filed this schedule, pursuant to
Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit
stating the identity and the Item 3 classification of the relevant subsidiary.
If a parent holding company or control person has filed this schedule pursuant
to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification
of the relevant subsidiary.
Not
Applicable.
Item
8.
Identification and
Classification of Members of the Group
If a
group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate
under Item 3(j) and attach an exhibit stating the identity and Item 3
classification of each member of the group. If a group has filed this schedule
pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the
identity of each member of the group.
Not
Applicable.
Item
9.
Notice of Dissolution
of Group
Notice of
dissolution of a group may be furnished as an exhibit stating the date of the
dissolution and that all further filings with respect to transactions in the
security reported on will be filed, if required, by members of the group, in
their individual capacity. See Item 5.
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.
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 as
of June 1, 2009
|
|
By:
|
/s/ Mirbulat
Abuov
|
|
|
|
|
Mirbulat
Abuov
|
|
|
|
Central
Asian Metals, Inc.
|
|
|
|
|
|
|
|
|
By:
|
Lakeside
Management Ltd.
Director,
Central Asian Metals, Inc.
|
|
|
|
|
|
|
|
|
By:
|
/s/
Nicole Huber
|
|
|
|
|
Name: Nicole
Huber
|
|
|
|
|
Title: Director,
Lakeside Management Ltd.
|
|
|
|
|
|
|
|
|
By:
|
/s/
Roelant Siemer
|
|
|
|
|
Name:
Roelant Siemer
|
|
|
|
|
Title: Director,
Lakeside Management Ltd.
|
|
|
|
The
White Hill Trust
|
|
|
|
|
|
|
|
|
By:
|
Brilliance
Investments Ltd
As
Trustee of The White Hill Trust
|
|
|
|
|
|
|
|
|
By:
|
/s/
Nicole Huber
|
|
|
|
|
Name: Nicole
Huber
|
|
|
|
|
Title: Director,
Brilliance Investments Ltd
|
|
|
|
|
|
|
|
|
By:
|
/s/
Kim Fessler
|
|
|
|
|
Name:
Kim Fessler
|
|
|
|
|
Title: Director,
Brilliance Investments Ltd
|
|
Bekem Metals (CE) (USOTC:BKMM)
Gráfica de Acción Histórica
De May 2024 a Jun 2024
Bekem Metals (CE) (USOTC:BKMM)
Gráfica de Acción Histórica
De Jun 2023 a Jun 2024
