0001213900-19-021581.txt : 20191031 0001213900-19-021581.hdr.sgml : 20191031 20191031103502 ACCESSION NUMBER: 0001213900-19-021581 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20191031 DATE AS OF CHANGE: 20191031 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UPAY CENTRAL INDEX KEY: 0001677897 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 371793622 STATE OF INCORPORATION: NV FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-89787 FILM NUMBER: 191182441 BUSINESS ADDRESS: STREET 1: 3010 LBJ FWY STREET 2: SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75234 BUSINESS PHONE: 9728886052 MAIL ADDRESS: STREET 1: 3010 LBJ FWY STREET 2: SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75234 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Emerging Markets Consulting LLC CENTRAL INDEX KEY: 0001681886 IRS NUMBER: 061723917 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 15701 SR 50 STREET 2: SUITE 205 CITY: CLERMONT STATE: FL ZIP: 34711 BUSINESS PHONE: 4073400226 MAIL ADDRESS: STREET 1: 15701 SR 50 STREET 2: SUITE 205 CITY: CLERMONT STATE: FL ZIP: 34711 SC 13G/A 1 sc13g1019a1emerging_upay.htm AMENDMENT NO. 1 TO SCHEDULE 13G

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

UPAY, Inc.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

903212108

(CUSIP Number)

 

Emerging Markets Consulting, LLC, 15701 State Road 50, Suite 205, Clermont, Florida 34711

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

10/21/19

(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 disclosures provided in a prior cover page.

 

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. 903212108   13G   Page 2

 

1.

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Emerging Markets Consulting, LLC.

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

 

Florida

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5.

 

SOLE VOTING POWER

 

0

6.

 

SHARED VOTING POWER

 

0     

7.

 

SOLE DISPOSITIVE POWER

 

0

8.

 

SHARED DISPOSITIVE POWER

 

     

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

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)

 

0%

12.

TYPE OF REPORTING PERSON (see instructions)

 

CO

 

 

 

 

CUSIP No. 903212108   13G   Page 3

 

Item 1.

 

  (a) Name of Issuer
UPAY, Inc.
     
  (b) Address of Issuer’s Principal Executive Offices
3010 LBJ Freeway, 12th Floor
     
    Dallas, TX 75234

 

Item 2.

 

  (a) Name of Person Filing
Emerging Markets Consulting, LLC
     
  (b) Address of the Principal Office or, if none, residence
15701 State Road 50, Suite 205, Clermont, Florida 34711
     
  (c) Citizenship
Florida
     
  (d) Title of Class of Securities
Common
     
  (e) CUSIP Number
903212108
     

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) ☐ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
       
  (b) ☐ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
       
  (c) ☐ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
       
  (d) ☐ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
       
  (e) ☐ An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
       
  (f) ☐ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
       
  (g) ☐ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
       
  (h) ☐ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
       
  (i) ☐ 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) ☐ Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

 

 

 

CUSIP No. 903212108   13G   Page 4

 

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.

 

  (a)   Amount beneficially owned: 0
         
  (b)   Percent of class:  0%
         
  (c)   Number of shares as to which the person has:  
         
      (i) Sole power to vote or to direct the vote: 0
         
      (ii) Shared power to vote or to direct the vote  
         
      (iii) Sole power to dispose or to direct the disposition of: 0
         
      (iv) Shared power to dispose or to direct the disposition of  
         

 

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

 

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     ☒.

 

Instruction. Dissolution of a group requires a response to this item.

 

Item 6.  Ownership of More than Five Percent on Behalf of Another Person.

 

Item 7.  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

 

Item 8.  Identification and Classification of Members of the Group.

 

Item 9.  Notice of Dissolution of Group.

 

Item 10.  Certification.

 

  (a) The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):
     
    By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.
     
  (b) The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):
     
    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 hat purpose or effect.

 

 

 

 

CUSIP No. 903212108   13G   Page 5

 

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.

 

 

10/31/2019

Date

   
 

/s/ James S. Painter, III.

Signature

   
 

James S. Painter, III / Managing Member

Name/Title