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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A-2
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (earliest event reported): November 3, 1999
FORLINK SOFTWARE CORPORATION, INC.
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(Exact name of registrant as specified in its charter)
(Formerly Light Energy Management, Inc.,
formerly Why Not?, Inc.)
Nevada 33-55254 87-0438458
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
94 Rue de Lausanne CH1202 Geneva, Switzerland N/A
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 41-22-9000000
(Former name or former address, if changed since last report.)
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Item 1. Changes in Control of Registrant.
On November 18, 1999, the Company filed a current report on Form 8-K
to report that on November 3, 1999, the Company entered into a Plan or
Reorganization (the "Plan") with Beijing Shijiyonglian Ruanjian Jishu Youxian
Gongsi (Beijing Forlink Software Technology Co. Ltd.).
The parties to the Plan also entered into an Addendum to the Plan,
with an effective date of November 3, 1999, to clarify that of the transferred
sum of US$275,000 referred to in Section 5.01(f) of the Plan, the US dollar
equivalency of 1,000,000 RMB (approximately US$150,000) would be disbursed,
pro-rata, to the selling shareholders. This amount was in fact distributed in
such manner.
Item 7. Financial Statements and Exhibits
(a) Financial Statements of Business Acquired. Not applicable.
(b) Pro Forma Financial Information. Not applicable.
(c) Exhibits. The following exhibits are furnished in accordance with the
provisions of Item 601 of Regulation S-B.
Exhibit
No. Description
2.1 Plan of Reorganization dated November 3, 1999 (incorporated
by reference to Exhibit No. 2.1 of the current report on
Form 8-K dated November 3, 1999, and filed November 18, 1999)
2.2 Addendum to the Plan of Reorganization dated November 3, 1999
(filed herewith).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
FORLINK SOFTWARE CORPORATION, INC.
By: /s/ Xiaoxia Zhao
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Xiaoxia Zhao, President
Date: March 28, 2000
2
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
No. Description
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<S> <C>
2.1 Plan of Reorganization dated November 3, 1999 (incorporated
by reference to Exhibit No. 2.1 of the current report on
Form 8-K dated November 3, 1999, and filed November 18, 1999).
2.2 Addendum to the Plan of Reorganization dated November 3, 1999
(filed herewith).
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EXHIBIT 2.2
ADDENDUM TO
PLAN OF REORGANIZATION
This Addendum to the Plan of Reorganization by and between Light Energy
Management Inc. ("YNOT"), a Nevada corporation, and Beijing Shijiyonglian
Ruanjian Jishu Youxian Gongsi ("BFSTC"), a China corporation, Zhao Xiaoxia, Che
Liang, Song Wei and Zhang Jie ("Shareholders") and Harper & Harper Management
Limited ("YNOT Shareholders") is effective the 3rd day of November, 1999.
The parties hereby acknowledge and represent that:
1. Of the transferred sum of US$275,000 referred to in Section 5.01(f) of the
Plan of Reorganization, the US dollar equivalency of 1,000,000 RMB is to be
disbursed, pro rata, to the Shareholders.
SIGNATURES
Forlink Software Corporation (Formerly Light Energy Management, Inc.)
By: /s/___________________________
President
Beijing Shijiyonglain Ruanjian Jishu Youxian Gongsi
(Beijing Forlink Software Technology Co., Ltd.)
By: /s/__________________________ By: /s/____________________________
President Chief Executive Officer
By: /s/___________________________ By: /s/___________________________
Vice Chief Executive Officer Shareholder
Harper & Harper Management Limited
Represented by C. Harper
By: /s/___________________________
C. Harper
Harrop & Co.
By: /s/___________________________
M. Harrop