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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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Gamehaus Holdings Inc. (Name of Issuer) |
Class A Ordinary Share (Title of Class of Securities) |
G3731B108 (CUSIP Number) |
06/30/2025 (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) |
SCHEDULE 13G
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| CUSIP No. | G3731B108 |
| 1 | Names of Reporting Persons
Beijing Zhiyi Capital Investment Management Co., Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CHINA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
3,296,068.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
8.68 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
SCHEDULE 13G
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| CUSIP No. | G3731B108 |
| 1 | Names of Reporting Persons
Beijing Zhiyi Venture Investment Centre (Limited Partnership) | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CHINA
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
3,296,068.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
8.68 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN, FI |
SCHEDULE 13G
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| CUSIP No. | G3731B108 |
| 1 | Names of Reporting Persons
Wenjiang Chen | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CHINA
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
3,296,068.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
8.68 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Gamehaus Holdings Inc. | |
| (b) | Address of issuer's principal executive offices:
5th Floor, Building 2, No. 500 Shengxia Road, Pudong New District, Shanghai, China, 201210 | |
| Item 2. | ||
| (a) | Name of person filing:
Beijing Zhiyi Venture Investment Centre (Limited Partnership)
Beijing Zhiyi Capital Investment Management Co., Ltd.
Wenjiang Chen
The shares reported herein are directly held by Beijing Zhiyi Venture Investment Centre (Limited Partnership). The general partner of Beijing Zhiyi Venture Investment Centre (Limited Partnership) is Beijing Zhiyi Capital Investment Management Co., Ltd. Ms. Wenjiang Chen holds 60% of equity interests in Beijing Zhiyi Capital Investment Management Co., Ltd. Accordingly, Ms. Wenjiang Chen may be deemed to indirectly beneficially own the securities of the Issuer held by Beijing Zhiyi Venture Investment Centre (Limited Partnership). | |
| (b) | Address or principal business office or, if none, residence:
Beijing Zhiyi Venture Investment Centre (Limited Partnership): 1801-9, Floor 18, Building 3, Courtyard 6, West Lize Street, Chaoyang District, Beijing City, the PRC.
Beijing Zhiyi Capital Investment Management Co., Ltd.: Room 707C, Air China Century Plaza, No. 40 Xiaoyun Road, Chaoyang District, Beijing City, the PRC.
Wenjiang Chen: Room 30F, tower 1, No.6 Chaoyanggongyuan South Road, Chaoyang District, Beijing City, the PRC. | |
| (c) | Citizenship:
Beijing Zhiyi Venture Investment Centre (Limited Partnership): the People's Republic of China
Beijing Zhiyi Capital Investment Management Co., Ltd.: the People's Republic of China
Wenjiang Chen: the People's Republic of China | |
| (d) | Title of class of securities:
Class A Ordinary Share | |
| (e) | CUSIP No.:
G3731B108 | |
| 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) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
3,296,068 | |
| (b) | Percent of class:
8.68% %
| |
| (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:
3,296,068 | ||
| (iii) Sole power to dispose or to direct the disposition of:
0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
3,296,068 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| 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
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| 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.
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Exhibit Information
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Exhibit 99.1 Joint Filing Agreement by and among Beijing Zhiyi Venture Investment Centre (Limited Partnership), Beijing Zhiyi Capital Investment Management Co., Ltd., and Wenjiang Chen. |