[SCHEDULE 13G/A] CBL International Ltd Amended Passive Investment Disclosure
CBL International holders report 47.9% stake, 90.2% votes
CBL International Limited received an updated ownership report showing that CBL (Asia) Limited, together with its principals, beneficially owns 13,175,000 Class A Ordinary Shares, or 47.9% of the company’s ordinary shares treated as a single class.
CBL International Limited received an updated ownership report showing that CBL (Asia) Limited, together with its principals, beneficially owns 13,175,000 Class A Ordinary Shares, or 47.9% of the company’s ordinary shares treated as a single class. These 13,175,000 Class A shares, combined with the company’s dual-class voting structure where Class A carries ten votes per share and Class B carries one, represent 90.2% of CBL International’s total voting power as of November 26, 2025. CBL (Asia) Limited is owned 51% by Dr. Teck Lim Chia and 44% by Dr. Xiaoling Lu, and both are directors of CBL (Asia) Limited, so they are deemed to share voting and dispositive power over these shares.
Positive
None.
Negative
None.
Insights
Filers disclose a concentrated 47.9% economic stake with 90.2% voting power in CBL International.
The filing shows that CBL (Asia) Limited, owned mainly by Dr. Teck Lim Chia and Dr. Xiaoling Lu, beneficially owns 13,175,000 Class A Ordinary Shares of CBL International. This equals 47.9% of the company’s 27,500,327 ordinary shares treated as a single class.
Because each Class A share has ten votes versus one vote for Class B, this block corresponds to 90.2% of total voting power as of November 26, 2025. That level of voting control can shape outcomes on director elections and other key corporate decisions.
The report notes these shares are held by CBL (Asia) Limited, with Dr. Chia owning 51% and Dr. Lu 44% of that entity, and both serving as its directors. Under Section 13(d) rules, they are deemed to share voting and dispositive power over the reported Class A shares.
FAQ
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What ownership stake in CBL International Limited (BANL) is reported in this Schedule 13G/A?
The filing reports beneficial ownership of 13,175,000 Class A Ordinary Shares, equal to 47.9% of CBL International’s ordinary shares treated as a single class. This percentage is calculated against 27,500,327 issued and outstanding ordinary shares as of November 26, 2025.
Who are the reporting persons in the CBL International (BANL) Schedule 13G/A?
The reporting persons are CBL (Asia) Limited, Dr. Teck Lim Chia, and Dr. Xiaoling Lu. CBL (Asia) Limited holds the 13,175,000 Class A Ordinary Shares, while Dr. Chia and Dr. Lu are its directors and majority owners, so they are deemed to share voting and dispositive power.
How much voting power do the reported shares represent in CBL International (BANL)?
The filing states that the ordinary shares beneficially owned represent 90.2% of CBL International’s total outstanding voting power. This results from the dual-class structure where each Class A Ordinary Share has ten votes and each Class B Ordinary Share has one vote.
What is the share structure of CBL International (BANL) referenced in the Schedule 13G/A?
The report uses a total of 27,500,327 ordinary shares, including 13,175,000 Class A and 14,325,327 Class B shares. For calculating ownership, all Class A shares, which are convertible into Class B, are treated as converted into a single class of ordinary shares.
How are Dr. Teck Lim Chia and Dr. Xiaoling Lu related to CBL (Asia) Limited in the CBL International (BANL) filing?
CBL (Asia) Limited is owned 51% by Dr. Teck Lim Chia and 44% by Dr. Xiaoling Lu, and both serve as its directors. Under Section 13(d) rules, they are deemed to hold voting and dispositive power over the 13,175,000 Class A shares held by CBL (Asia) Limited.
What does the CBL International (BANL) Schedule 13G/A say about shared versus sole voting power?
Each reporting person shows zero sole voting and dispositive power and 13,175,000 shares of shared voting and shared dispositive power. This reflects that the Class A shares are held through CBL (Asia) Limited, with control shared between Dr. Chia and Dr. Lu.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
CBL INTERNATIONAL LIMITED
(Name of Issuer)
Class A Ordinary Shares, par value US$0.0001 per share
(Title of Class of Securities)
G1991X117
(CUSIP Number)
11/26/2025
(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
CUSIP No.
G1991X117
1
Names of Reporting Persons
Teck Lim Chia
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
MALAYSIA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
13,175,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
13,175,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
13,175,000.00
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)
47.9 %
12
Type of Reporting Person (See Instructions)
HC
Comment for Type of Reporting Person: Notes to Rows 6, 8, 9 and 11: See Item 4.
SCHEDULE 13G
CUSIP No.
G1991X117
1
Names of Reporting Persons
Xiaoling Lu
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
HONG KONG
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
13,175,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
13,175,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
13,175,000.00
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)
47.9 %
12
Type of Reporting Person (See Instructions)
HC
Comment for Type of Reporting Person: Notes to Rows 6, 8, 9 and 11: See Item 4.
SCHEDULE 13G
CUSIP No.
G1991X117
1
Names of Reporting Persons
CBL (Asia) Limited
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
HONG KONG
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
13,175,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
13,175,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
13,175,000.00
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)
47.9 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: Notes to Rows 6, 8, 9 and 11: See Item 4.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
CBL INTERNATIONAL LIMITED
(b)
Address of issuer's principal executive offices:
Level 23-2, Menara Permata Sapura, Kuala Lumpur City Centre
Item 2.
(a)
Name of person filing:
CBL (Asia) Limited, Teck Lim Chia and Xiaoling Lu (collectively, the "Reporting Persons")
(b)
Address or principal business office or, if none, residence:
Level 23-2, Menara Permata Sapura, Kuala Lumpur City Centre, 50088 Kuala Lumpur, Malaysia
(c)
Citizenship:
Chia Teck Lim: Malaysia
Xiaoling Lu: Hong Kong
CBL (Asia) Limited: Hong Kong
(d)
Title of class of securities:
Class A Ordinary Shares, par value US$0.0001 per share
(e)
CUSIP No.:
G1991X117
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).
See Row (11) of each cover page. Pursuant to Rule 13d-3(d)(1), all Class A Ordinary Shares (which are convertible into Class B Ordinary Shares) were deemed to be converted for the purpose of (i) determining the aggregate amount of Class A ordinary shares beneficially owned by the Reporting Persons and (ii) calculating the percentages of the Class A ordinary shares beneficially owned by the Reporting Persons. The percentage of the class of securities beneficially owned by each Reporting Person is calculated based on a total of 27,500,327 issued and outstanding ordinary shares (consisting of 13,175,000 Class A Ordinary Shares and 14,325,327 Class B Ordinary Shares) of the Issuer as of November 26, 2025 as a single class. The voting power of the ordinary shares beneficially owned represent 90.2% of the total outstanding voting power of the Issuer. Each holder of Class A Ordinary Shares is entitled to ten votes per share and each holder of Class B Ordinary Shares is entitled to one vote per share on all matters submitted to them for vote. In computing the percentage ownership of the Reporting Persons, the Reporting Persons have included, where applicable, shares that the reporting persons have the right to acquire within 60 days, including through the exercise of any option, warrant, or other right or the conversion of any other security, after November 26, 2025.
As of November 26, 2025, 13,175,000 Class A Ordinary Shares of the Issuer were held by CBL (Asia) Limited. CBL (Asia) Limited is owned as to 51% by Dr. Teck Lim Chia and 44% by Dr. Xiaoling Lu, respectively. Both Dr. Teck Lim Chia and Dr. Xiaoling Lu are directors of CBL (Asia) Limited. Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, Dr. Teck Lim Chia and Dr. Xiaoling Lu are deemed to hold the voting and dispositive power over the Class A Ordinary Shares held by CBL (Asia) Limited. Dr. Teck Lim Chia and Dr. Xiaoling Lu did not enter into any voting arrangement or agreement.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Row (5) of each cover page.
(ii) Shared power to vote or to direct the vote:
See Row (6) of each cover page.
(iii) Sole power to dispose or to direct the disposition of:
See Row (7) of each cover page.
(iv) Shared power to dispose or to direct the disposition of:
See Row (8) of each cover page.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 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:
Not Applicable
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.
