8-K/A 1 proforma8k.htm UNITED STATES

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 9, 2004


CHINA EXPERT TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)


Nevada
(State of Incorporation)
000-30644
(Commission File No.)
98-0348086
(IRS Employer Identification No.)


Room 2703-04, Great Eagle Centre
23 Harbour Road
Wanchai, Hong Kong
(Address of principal executive offices)

852-2802-1555
(Registrant's telephone number)

Leopard Capital, Inc.
1574 Gulf Road #1505
Point Roberts, WA 98281
(Former Name or Former Address If Changed Since Last Report)



ITEM 1.        CHANGES IN CONTROL OF REGISTRANT

On February 9, 2004, the Company completed a share exchange (the "Exchange") with the stockholders of China Expert Network Company Limited, a Hong Kong corporation ("China Expert") pursuant to the terms of an Agreement for Share Exchange, dated December 30, 2003. In the Exchange, the Company acquired all of the issued and outstanding stock of China Expert in exchange for the issuance of 19,935,000 shams of its common stock. In conjunction with the Exchange, the Company also issued a total of 1,400,000 additional shares to various persons as compensation for services.

The Exchange resulted in a change of control of the Company. Upon completion of the Exchange and the related share issuances, the Company had a total of 22,063,470 shares issued and outstanding, of which 19,935,000, or approximately 90.35%, are owned by persons who were previously stockholders of China Expert.

MANAGEMENT

In connection with the Exchange, the Company's officers and directors resigned, and the nominees of China Expert were elected as successors. The following table sets forth the names and ages of the current officers and directors of the Company. The Company has not had standing audit, nominating or compensation committees of the Board of Directors, or committees performing similar functions. All such applicable functions have been performed by the Board of Directors as a whole.

The directors and executive officers currently serving the Company are as follows:

Name Age Position
Zhu Xiaoxin 37 President and Director
Lai Man Yuk 35 Vice President and Director
Kung Sze Chau 55 Chief Executive Officer and Director
Jeff Cheung Ming 34 Chief Financial Officer
Samuel K.K. Lo 29 Chief Legal Officer
Song Feng 40 Chief Operating Officer
Wu Liming 39 Chief Technical Officer

The directors named above will serve until the first annual meeting of the Companys stockholders following completion of the share exchange transaction, or until their successors have been appointed. Thereafter, directors will be elected for one-year terms at the annual stockholders meeting. Officers will hold their positions at the pleasure of the board of directors, absent any employment agreement, of which none currently exists or is contemplated. There is no arrangement or understanding between any of the directors or officers of the Company and any other person pursuant to which any director or officer was or is to be selected as a director or officer, and there is no arrangement, plan or understanding as to whether non-management shareholders will exercise their voting rights to continue to elect the current directors to the Companys board. There are also no arrangements, agreements or understandings between non-management shareholders and management under which non-management shareholders may directly or indirectly participate in or influence the management of the Companys affairs.

Biographical Information

Mr. Zhu Xiao Xin

Mr. Zhu is the President and Director of the Company, and is responsible for overall strategic direction and key operating decisions. From April 1998 to September 1999, Mr. Zhu was the Executive Manager for Syscan Technology (Shenzhen) Company Limited, a PRC company specializing in providing audio-digital technology solutions. From September 1999 to June 2000, he was President of Shenzhen Hecheng Technology Company Limited, a PRC company specializing in electronic office and filing management system software development. From 2002 to 2003, he was the Vice President of Expert Network Development (Shenzhen) Company Limited (a fully own subsidiary of China Expert incorporated in Shenzhen, China). Since December 2003, Mr. Zhu has been the President of China Expert Network Company, Limited. In 1987, Mr. Zhu received a Bachelor of Science from the University of Science and Technology of China. Since 1999, he has been a researcher with the Jiangxi University of Finance and Economics. Mr. Zhu has qualified as an Economist in China.

Mr. Lai Man Yuk

Mr. Lai is the Vice President, Director and founder of the Company, and is responsible for commercial activities in Hong Kong and China. From April 1995 to April 2000, Mr. Lai was the Director for Sunkock Development Limited, a Hong Kong company specializing in trading and investment matters in Hong Kong and China. During May 2000, he set up China Expert Network Company Limited, a Hong Kong incorporated company, to engage IT and e-govemment projects in China. During 1987 to 1989, Mr. Lai studied Chinese Medicine at Liming University in Fujian, China.

Mr. Kung Sze Chau

Mr. Kung is the Chief Executive Officer and Director of the Compan, and is responsible for overseeing the daily operations of e-government projects in China. He has held these positions since May 2000. Mr. Kung has over 20 years experience in investment and management. Prior to joining China Expert, Mr. Kung acted as vice president and managing director for many large-scale enterprises in China. He also specializes in biological pharmaceutical and property investments.

Mr. Jeff Ming Cheung

Mr. Cheung is the Chief Financial Officer of the Company. From 1996 to 1999, Mr. Cheung was an audit senior for RSM Nelson Wheeler, Certified Public Accountants. From 1999 to 2000, he was the Group Internal Audit Officer for Casil Telecommunications Holdings Limited, a Hong Kong publicly listed company. In 2001, he was an audit semi-senior for Assurance and Business Advisory Services at Deloitte Touche & Tohmatsu, Certified Public Accountants. Since 2002, Mr. Cheung has been the Chief Financial Officer for China Expert. Mr. Cheung received an Honours diploma from the Hong Kong Shue Yan College, a Bachelor's of Business Administration from the University of Lincolnshire & Humberside in the United Kingdom, and a Master of Arts in International Accounting from the City University of Hong. Mr. Cheung is an Associate Member of the Hong Kong Society of Accountants, the Taxation Institute of Hong Kong, and The Association of International Accountants. He is a Fellow Member of the IT Accountants Association of Hong Kong.

Mr. Samuel K. K. Lo

From April 1998 to September 1999, Mr. Lo was a Trainee Solicitor at Li, Wong & Lam, a law firm located in Hong Kong. From September 1999 to June 2000, he was an Associate Solicitor, and from June 2000 to present, a Consultant Solicitor with Li, Wong & Lam. Since June 2000, Mr. Lo has been the Chief Legal Counsel to China Expert Network Company, Limited. Currently he is the Advisor of PRC Commercial & Legal Affairs of the Government of the Hong Kong Special Administrative Region, Trade and Industry Department. Mr. Lo received a Bachelor of Laws and Postgraduate Certificate in Laws from the University of Hong Kong in 1996 and 1997, respectively. In 1999, Mr. Lo received the qualification of Solicitor of the High Court of the Hong Kong Special Administrative Region. He is a Member of the Law Society of Hong Kong, and a Member of the Society of Business Practitioners of England. In 2001 he received a Certificate of PRC Civil & Commercial Law from the Tsinghua University, Beijing, China.

Mr. Song Feng

Mr. Song is the Chief Operating Officer of the Company. From 1996 to 1999, Mr. Song was senior engineer at China National Guizhou Aviation Industry Company Limited. During the same period of time, he was also the project officer of the China National Reference System of Technical Information Network. From January to June 2000, he was a senior manager with Netbig Company Limited (a China incorporated company). From July to September 2000, Mr. Song has acted as chief technical officer of Calili Information Network Company Limited (a China incorporated company). Since September 2000, Mr. Song has been the Chief Operating Officer for China Expert. Mr. Song holds a Bachelor of Engineering from Peking University of Aviation and Aerospace. In 2001 he received a Master'sdegree in engineering management from Peking University of Aviation and Aerospace.

Mr. Wu Liming

Mr. Wu is the Chief Technical Officer of the Company. From 1989 to 1992, Mr. Wu lectured at the Shenyang Architectum and Civil Engineering Institute. From 1995 to 1997, he was an Associate Professor at the Shenyang Architectum and Civil Engineering Institute. Mr. Wu was a visiting scholar to the Hong Kong Polytechnic University from 1997 to 1998. From 1998 to 2001, he was chief technical officer at the Hunan Eintech Technical Company Limited in China. Since 2001, Mr. Wu has been acting as Chief Technical Officer at China Expert. Mr. Wu received his Bachelor's degree from Peking University in 1986, and his Master's degree from Peking University in 1989. In 1995, he was awarded a doctorate degree (PhD) from Northeastern University.

THE BUSINESS

Forward Looking Statements

All statements contained in the following description of the business of the Company which are not statements of historical fact are what is known as "forward looking statements", which are basically statements about the future, and which for that reason, involve risk and uncertainty, since no one can accurately predict the future. Words such as "plans", "intends", "will", "hopes", "seeks", "anticipates", "expects", "goal" and "objective" often identify such forward looking statements, but are not the only indication that a statement is a forward looking statement. Such forward looking statements include statements of the plans and objectives of the management of the Company with respect to its present and future operations, and statements which express or imply that such present and future operations will or may produce revenues, income or profits. Numerous factors and future events could cause the Company to change such plans and objectives, or fail to successfully implement such plans or achieve such objectives, or cause such present and future operations to fail to produce revenues, income or profits.

Such factors and future events include, but are not limited to, the factors and future events which are described throughout this description of the business of the Company.

Description of the Business

The Company, through China Expert and China Expert's wholly-owned subsidiary, Expert Network (Shenzhen) Co. Ltd. ("Expert Network"), provide large-scale network infrastructure construction and e-government services for community and municipal governments in China and Hong Kong. The Company also provides consultancy services on technological solutions, marketing consultations, key project evaluations and other similar services, mainly in China (the "PRC").

Large Scale Network Infrastructure Construction and E-Government

The government of the PRC has launched a campaign to promote "e-government" in an attempt to apply information technology to the daily management and operations of different governmental functions. The Company provides virtual host computer service and operation maintenance for enterprises and also provides numerous services for network business, such as government website planning and development, workflow management, computer host services, public LAN construction, software development and enterprise information platform construction.

In addition, the Company has commenced two e-government network construction projects for the cities of Jinjiang and Nanan in the Fujian provinces of the PRC. In each project, the first stage of the e-government construction work has commenced, including planning, designing, and platform construction.

Jinjiang is located in Fujian province which is near the coastal area in the southeastern part of the PRC, directly facing Taiwan. The local population of the city is approximately 1.02 million. The economic strength of the city of Jinjiang is ranked 5th among all the cities of the same size within the PRC region. The Jinjiang project is to be implemented in three phases as follows:

1. The setting up of e-government infrastructure establishment and testing points;

2. Improvement of the existing system to ensure a better management service system; and

3. Creation of a unified e-platform for the whole city in various levels in order to allow all citizens to become accustomed to the e-government life.

It is estimated that the first phase of the project will be completed by December, 2004.

Nanan is adjacent to Jinjiang. The largest industry in Nanan is the manufacture of building materials. It is estimated that the first phase of the Nanan project will be completed in 2004.

Consulting Services

In addition to e-government network infrastructure construction,the Company also offers various consulting services and business appraisal services for information technology companies in the PRC. Through Expert Network, the Company has an extensive network of consultants both within and outside the PRC which it is able to utilize to provide technological consulting services to companies, governments and other entities. These consulting services are focussed upon technological guidance and solutions, management and operation consultancy, marketing strategy and specialized research. In connection with its consulting services, the Company also maintains a database in which it collects information on scientific and technological achievements of various consultants, institutes, colleges and universities.

The PRC requires all technology companies located in the PRC to obtain technology assessments and appraisal reports either from a government authority or from an authorized private organization before applying for awards, grants or tax concessions. Expert Network is currently the only authorized private organization which is authorized to provide technological achievement appraisal services for information technology companies in the PRC.

PRINCIPAL SHARE OWNERSHIP

The following table sets forth, as of February 9, 2004 (immediately following the Exchange), stock ownership of each executive officer and director of China Expert Technology, Inc., of all executive officers and directors of China Expert Technology, Inc., as a group, and of each person known by China Expert Technology, Inc., to be a beneficial owner of 5% or more of its Common Stock. Except as otherwise noted, each person listed below is the sole beneficial owner of the shares and has sole investment and voting power as to such shares. No person listed below has any options, warrant or other right to acquire additional securities of China Expert Technology, Inc., except as may be otherwise noted.

Name and Address Number of Shares
Beneficially Owned
Percent of Class
Zhu Xiaoxin (1) (2)
31/F, Development Centre,
2010 Renminnan Road
Shenzhen, PR China


0

0
Lai Man Yuk (1) (2)
Rooms 2703-04
Great Eagle Centre
23 Harbour Road
Wanchai, Hong Kong


0

0
Kung Sze Chau (1) (2)
Rooms 2703-04
Great Eagle Centre
23 Harbour Road
Wanchai, Hong Kong


0

0
Jeff Cheung Ming (1)
B1, 9/F, Loyong Court
Commercial Building
212-220 Lockhart Road,
Wanchai, Hong Kong


0

0
Samuel K.K. Lo (1)
Room 7A, Deltec Court,
73c Waterloo Road
Kowloon, Hong Kong


0

0

Song Feng (1)
31/F, Development Centre,
2010 Renminnan Road
Shenzhen, PR China


0

0
Wu Liming (1)
31/F, Development Centre,
2010 Renminnan Road
Shenzhen, PR China


0

0

China Data Holdings Limited (2)
Rooms 2703-04
Great Eagle Centre
23 Harbour Road
Wanchai, Hong Kong


9,967,500

45.18%

Ibroader Developments Limited
Rooms 3505-3506
Edinburgh Tower
The Landmark
15 Queen's Road Central
Hong Kong


3,709,904

16.81%

China Link Investment Group Limited
Rooms 2703-04
Great Eagle Centre
23 Harbour Road
Wanchai, Hong Kong


2,270,595

10.29%

I-Mode Technology Limited
Flat E, 21st Floor, Tower 2
The Waterfront
1 Austin Road West
Tsimshatsui, Hong Kong


1,993,500

9.04%

All Current Officers and Directors as a Group (7 in Number)

0

0%

(1) The person listed is currently an officer, a director, or both, of the Company.
(2) Zhu Xiaoxin, Kung Sze Chau and Lai Man Yuk, who are directors and officers of the Company own 19%, 9.09%, and 25.448% of the shares of China Data Holdings Limited, respectively.

ITEM 2.         ACQUISITION OR DISPOSITION OF ASSETS

Pursuant to the terms of the Exchange Agreement, The Company acquired 30,000,000 shares of China Expert common stock from the shareholders of China Expert in the Exchange, representing all of China Experts issued and outstanding capital stock. China Expert is now a wholly-owned subsidiary of the Company, and the shares of China Expert common stock represent the Companys most significant asset. The Company expects to continue, and expand, the existing business operations of China Expert as our wholly-owned subsidiary. A description of the business of China Expert is set forth below.

ITEM 7.         FINANCIAL STATEMENTS AND EXHIBITS

(a)        Financial statements of businesses acquired.

Audited consolidated financial statements of China Expert Network Company Limited, a Hong Kong corporation, as of December 31, 2003 and 2002.

(b)        Pro forma financial information.

Unaudited pro forma consolidated financial statements of the Company as at December 31, 2003 are hereby attached.

The following exhibits are filed as part of this Current Report on Form 8K:

2.1        Share Exchange Agreement, dated December 30, 2003, by and among Leopard Capital, Inc., a Nevada corporation, China Expert Network Company Limited, a Hong Kong corporation, the shareholders of China Expert Network Company Limited, and Hudson Capital Corporation, an Alberta, Canada company (herein incorporated by reference from Current Report on Form 8-K filed with the Securities and Exchange Commission on February 24, 2004).



SIGNATURE

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.


CHINA EXPERT TECHNOLOGY, INC.


By /s/ Zhu Xiao Xin
Zhu Xiao Xin, President and Director


Date: April 8, 2004