FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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OMB Number: 3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Zhong Yabin 		2. Issuer Name and Ticker or Trading Symbol

HQ Global Education Inc. [ HQGE ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

27/F, BOBO FORTUNE CENTER, NO. 368 FURONG ROAD (S) 		3. Date of Earliest Transaction (MM/DD/YYYY)

4/21/2012
(Street)

CHANGSHA CITY, F4 410007
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   4/21/2012     P    4976000   A $0.64   12596000   I   By Global Polytechnic Education Group Limited   (1)
Common Stock   4/21/2012     P    4335500   A $0.64   16931500   I   By Global Polytechnic Education Group Limited   (2)
Common Stock   4/23/2012     P    2037000   A   (4) 18968500   I   By Global Polytechnic Education Group Limited   (3)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  Pursuant to a share contribution and purchase agreement dated April 21, 2012 with certain shareholders of the Issuer, Global Polytechnic Education Group Limited acquired 4,976,000 shares of the Issuer on April 23, 2012. Yabin Zhong is a 20% shareholder of Nicestar International Limited which is the sole shareholder of Global Polytechnic Education Group Limited. Yabin Zhong expressly disclaims beneficial ownership of securities held by Global Polytechnic Education Group Limited except to the extent of her pecuniary interest therein.
( 2)  Pursuant to a share contribution and purchase agreement dated April 21, 2012 with certain shareholders of the Issuer, Global Polytechnic Education Group Limited has the right to acquire 4,335,500 shares of the Issuer subject to the satisfaction of certain conditions. Yabin Zhong is a 20% shareholder of Nicestar International Limited which is the sole shareholder of Global Polytechnic Education Group Limited. Yabin Zhong expressly disclaims beneficial ownership of securities held by Global Polytechnic Education Group Limited except to the extent of her pecuniary interest therein.
( 3)  Pursuant to share transfer agreements dated April 23, 2012 with certain shareholders of the Issuer, Global Polytechnic Education Group Limited acquired 2,037,000 shares of the Issuer on April 23, 2012. Yabin Zhong is a 20% shareholder of Nicestar International Limited which is the sole shareholder of Global Polytechnic Education Group Limited. Yabin Zhong expressly disclaims beneficial ownership of securities held by Global Polytechnic Education Group Limited except to the extent of her pecuniary interest therein.
( 4)  Minimum price permitted by the laws of Hong Kong Special Administrative Region

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Zhong Yabin
27/F, BOBO FORTUNE CENTER
NO. 368 FURONG ROAD (S)
CHANGSHA CITY, F4 410007
X


Signatures
/s/ Yabin Zhong 5/4/2012
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
HQ Global Education (CE) (USOTC:HQGE)
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HQ Global Education (CE) (USOTC:HQGE)
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から 11 2023 まで 11 2024 HQ Global Education (CE)のチャートをもっと見るにはこちらをクリック