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Apollo Solar Energy Inc (fka ASOE) RSS Feed

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WNCF RM! ITEM 5.01 CHANGE IN CONTROL OF THE REGISTRANT On November 8, 2007 Ying Wang purchased 3,576,400 shares of Wincroft’s Common Stock, or approximately 80.55% of the issued and outstanding Common Stock, and attained voting control of the company. The source of funds used by Ying Wang was his personal funds. We are presently authorized to issue 75,000,000 shares of Common Stock. Prior to the closing, as of November 8, 2007, 4,440,100 shares of Common Stock were issued and outstanding. After the closing, as of November 8, 2007, there are 4,440,100 shares of Common Stock issued and outstanding. The following table sets forth, immediately following the closing, certain information regarding beneficial ownership of outstanding shares of Common Stock. NAME AND ADDRESS OF AMOUNT AND NATURE OF BENEFICIAL OWNER BENEFICIAL OWNERSHIP PERCENT OF CLASS (1) Ying Wang 3,576,400 80.55% c/o American Union Securities 100 Wall St. 15th Floor New York, NY 10005 Bartly J. Loethen (2) 0 0.00% 730 West Randolph 6th Floor Chicago, IL 60661 Xiaojin Wang (3) 0 0.00% 18 Kimberly Court East Hanover, NJ 07936 TOTAL 3,576,400 80.55% (1) The percentage of Common Stock is calculated based upon 4,440,100 shares issued and outstanding as of November 8, 2007. (2) A director (See our response to Item 5.02 below) (3) Chairman, chief financial officer, president, treasurer, secretary and director. (See our response to Item 5.02 below). ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS. Upon the closing of the stock purchase, Xiaojin Wang was appointed as a director and as the chairman, chief financial officer, president, treasurer and secretary of the Company alongside current director Bartly J. Loethen. Mr. Loethen will resign immediately upon the completion of the 10-day period beginning on the date on which we mail to our shareholders of record the Information Statement required by Rule 14f-1 of the 34 Act. Accordingly, Xiaojin Wang will then constitute our entire board. Generally, the directors of the Company serve one year terms until their successors are elected and qualified. It is not currently contemplated that Xiaojin Wang will be compensated for serving as either an officer or director of the company. BIOGRAPHICAL INFORMATION REGARDING THE INCOMING DIRECTOR AND EXECUTIVE OFFICERS The principal occupation and brief summary of the background of the incoming director and executive officer is as follows: Xiaojin Wang- Since 1995, Ms. Wang has been employed as Chief Operations Officer of Warner Technology and Investment Corp. a New Jersey corporation. Warner Technology provides international training and market consulting services. Warner is licensed by the People's Republic of China to serve as an official host for Chinese government officials and business executives in the US. As part of the hosting process Warner also provides training programs to assist visiting Chinese officials and business executives with the transition to doing business in the US. These services include market and product analysis, assistance with product distribution and distribution agreements, joint ventures, and introductions to strategic partners. Ms. Wang holds a M.S. degree in Computer Science that was awarded in 1989 by the City College of New York. She is 51 years old. SECTION 8--OTHER EVENTS ITEM 8.01. OTHER EVENTS. As of November 8, 2007, the address and telephone number of our principal executive offices is as follows: Wincroft, Inc. c/o American Union Securities 100 Wall St. 15th Floor New York, NY 10005 Telephone#: 212-232-0120 SIGNATURES 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. Date: November 9, 2007 WINCROFT, INC. By: /s/ Xiaojin Wang Xiaojin Wang President WNCF - BIOGRAPHICAL INFORMATION REGARDING THE INCOMING DIRECTOR AND EXECUTIVE OFFICERS The principal occupation and brief summary of the background of the incoming director and executive officer is as follows: Xiaojin Wang- Since 1995, Ms. Wang has been employed as Chief Operations Officer of Warner Technology and Investment Corp. a New Jersey corporation. Warner Technology provides international training and market consulting services. Warner is licensed by the People's Republic of China to serve as an official host for Chinese government officials and business executives in the US. As part of the hosting process Warner also provides training programs to assist visiting Chinese officials and business executives with the transition to doing business in the US. These services include market and product analysis, assistance with product distribution and distribution agreements, joint ventures, and introductions to strategic partners. Ms. Wang holds a M.S. degree in Computer Science that was awarded in 1989 by the City College of New York. She is 51 years old. http://www.warnercorp.com/ Warner Technology and Investment Corp, incorporated under the laws of the State of New Jersey in 1993, is a specialized consulting firm in the business of assisting private companies seeking to become public company through IPO or reverse merger processes. Also, we provide services to Chinese companies seeking capital via private placement or investment in the U. S., Hong Kong, Taiwan and other Asian countries. Warner Technology and Investment is the first US consulting firm that successfully introduced a Chinese private company – Harbin Three Happy Bioengineering Inc. – go public by reverse merger with an OTCBB trading company, raising about $33 million in capital by private placement, then being listed at the AMEX market just one year after the reverse merger. Warner Technology and Investment Corp is currently engaged with three Chinese private companies planning to go public in the US market by reverse merger. The first being a manufacturer of polymer batteries, while the second is a bioengineering drug company, and the third a software development company. Warner is not a legal advisor, investment advisor, nor a broker dealer.
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