UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

(Rule 13d-102)

 

Under the Securities Exchange Act of 1934

(Amendment No.    )*

 

Nova lifestyle inc.

(Name of Issuer)

 

Common Stock, $0.001 par value

(Title of Class of Securities)

 

66979P300

(CUSIP Number)

 

August 7, 2024

(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 the disclosures provided in a prior cover page.

 

The information required in 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).

 

 

 

 

 

 

1 Name of Reporting Person

 

VT Conceptone Sdn Bhd

2 Check the Appropriate Box if a Member of a Group

 

(a) ☐

(b) ☐

3

SEC Use Only

 

4 Citizenship or place of organization

 

Malaysia

Number of
Shares
Beneficially
Owned by Each
Reporting Person
With:
5 Sole Voting Power

 

460,000

6 Shared Voting Power

 

0

7 Sole Dispositive Power

 

460,000

8

Shared Dispositive Power

 

0

9

Aggregate Amount Beneficially Owned by Each Reporting Person

 

460,000
10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares

 

11

Percent of Class Represented by Amount in Row (9)

 

14.9% (1)
12

Type of Reporting Person

 

CO

 

(1) Based on a total of 3,084,735 shares of Common Stock outstanding as of August 12, 2024, as reported by the Issuer in its Form 10-Q filed with SEC on August 14, 2024.

 

2

 

 

1

Name of Reporting Person

 

Tia Venus
2

Check the Appropriate Box if a Member of a Group

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Citizenship or place of organization

 

Malaysia

Number of
Shares
Beneficially
Owned by Each
Reporting Person
With:
5

Sole Voting Power

 

460,000(2)
6

Shared Voting Power

 

0
7

Sole Dispositive Power

 

460,000(2)
8

Shared Dispositive Power

 

0

9

Aggregate Amount Beneficially Owned by Each Reporting Person

 

460,000(2)
10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares

 

11

Percent of Class Represented by Amount in Row (9)

 

14.9% (3)
12

Type of Reporting Person

 

IN

 

(2) In his capacity as the sole shareholder and director of VT Conceptone Sdn Bhd.
(3) Based on a total of 3,084,735 shares of Common Stock outstanding as of August 12, 2024, as reported by the Issuer in its Form 10-Q filed with SEC on August 14, 2024.

 

3

 

 

Item 1(a). Name of Issuer:
   
  Nova LifeStyle Inc. (the “Issuer”)

 

Item 1(b). Address of Issuer’s Principal Executive Offices:

 

6565 E. Washington Blvd., Commerce, CA, 90040

 

Item 2(a). Name of Person Filings:

 

VT Conceptone Sdn Bhd.

Tia Venus

 

Item 2(b).

Address of Principal Business Office, or, if none, Residence:

 

  VT Conceptone Sdn Bhd.
 

Address: A-07-3A Ekocheras, No. 693, Batu 5, Jalan Cheras, 56000 Kuala Lumpur, Malaysia

 

Tia Venus

Address: 158, Lorong Datin Habibah, Off Jalan Abdul Rahman, 84000 Muar, Johor, Malaysia

 

Item 2(c). Citizenship:
   
 

VT Conceptone Sdn Bhd: Malaysia

Tia Venus: Malaysia

 

Item 2(d). Title of Class of Securities:
   
  Common Stock, $0.001 par value.

 

Item 2(e). CUSIP No.:
   
 

66979P300

 

 Item 3. If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d -2(b) or (c), check whether the persons filing is a:
   
  Not applicable

 

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.

 

   Amount
beneficially
owned
   Percent of
class (1)
   Sole power to
vote or direct
the vote
   Shared power
to vote or to
direct the vote
   Sole power to dispose or to
direct the
disposition of
   Shared power
to dispose or
to direct the
disposition of
 
VT Conceptone Sdn Bhd.   460,000    14.9%   460,000    0    460,000    0 
Tia Venus (2)   460,000    14.9%   460,000    0    460,000    0 

 

(1) Based on a total of 3,084,735 shares of Common Stock outstanding as of August 12, 2024, as reported by the Issuer in its Form 10-Q filed with SEC on August 14, 2024.
(2) In his capacity as the sole shareholder and director of VT Conceptone Sdn Bhd.

 

Item 5. Ownership of Five Percent or Less of a Class:
   
  Not applicable
   
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
   
  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:
   
  Not applicable
   
Item 8. Identification and Classification of Members of the Group:
   
  Not applicable
   
Item 9. Notice of Dissolution of Group:
   
  Not applicable
   
Item 10. Certifications:
   
  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, other than activities solely in connection with a nomination under § 240.14a–11.

 

5

 

 

LIST OF EXHIBITS

 

Exhibit No.

  Description
     
99.1   Joint Filing Agreement

 

6

 

 

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: August 30, 2024

 

  VT Conceptone Sdn Bhd
     
  By: /s/ Tia Venus
  Name: Tia Venus
  Title: Director
     
  Tia Venus
     
  By: /s/ Tia Venus
  Name: Tia Venus

 

7

 

 

Exhibit 99.1

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to shares of common stock, par value of $0.001 per share, of Nova LifeStyle Inc, a Nevada company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

 

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of August 30, 2024.

 

  VT Conceptone Sdn Bhd
     
  By: /s/ Tia Venus
  Name: Tia Venus
  Title: Director
     
  Tia Venus
     
  By: /s/ Tia Venus
  Name: Tia Venus

 

 

 


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