TechCreate Group Ltd. discloses that its chairman and CEO, Lim Heng Hai, has filed a Schedule 13G reporting significant ownership in the company’s shares. He beneficially owns 10,452,750 ordinary shares, made up of 7,880,000 Class A shares and 2,572,750 Class B shares.
This holding represents 45.1% of the outstanding Class A shares and all of the outstanding Class B shares. On an as-converted basis, assuming all Class B shares are converted into Class A shares, he beneficially owns approximately 52.1% of TechCreate’s total ordinary shares, giving him substantial voting influence through the higher-vote Class B stock.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
TechCreate Group Ltd.
(Name of Issuer)
Class A ordinary shares, par value US$0.0002 per share
(Title of Class of Securities)
G8726A106
(CUSIP Number)
12/31/2025
(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.
G8726A106
1
Names of Reporting Persons
Lim Heng Hai
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
SINGAPORE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
10,452,750.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
10,452,750.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
10,452,750.00
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)
45.1 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: (1) Representing 7,880,000 Class A ordinary shares and 2,572,750 Class B ordinary shares beneficially owned by Mr. Lim Heng Hai as of December 31, 2025.
(2) Based on 17,477,250 Class A ordinary shares issued and outstanding upon the completion of the IPO of the Issuer. As-converted percentage is based on 2,572,750 Class B ordinary shares issued and outstanding upon the completion of the IPO of the Issuer, and assuming all Class B ordinary shares held by such reporting person are converted into the same number of Class A ordinary shares. The rights of the holders of Class A ordinary shares and Class B ordinary shares are identical, except with respect to voting and conversion. Each Class A ordinary share is entitled to one vote per share. Each Class B ordinary share is entitled to 20 votes per share and is convertible at any time into one Class A ordinary share. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
TechCreate Group Ltd.
(b)
Address of issuer's principal executive offices:
336 Smith Street, #06-303, New Bridge Centre, Singapore 050336
Item 2.
(a)
Name of person filing:
Lim Heng Hai
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of Lim Heng Hai is 336 Smith Street, #06-303, New Bridge Centre Singapore 050336.
(c)
Citizenship:
Singapore
(d)
Title of class of securities:
Class A ordinary shares, par value US$0.0002 per share
(e)
CUSIP No.:
G8726A106
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:
10,452,750 ordinary shares, consisting of (i) 7,880,000 Class A ordinary shares and (ii) 2,572,750 Class B ordinary shares.
(b)
Percent of class:
45.1% of the outstanding Class A ordinary shares. The Reporting Person also beneficially owns 100% of the outstanding Class B ordinary shares. On an as-converted basis, assuming conversion of all Class B ordinary shares into Class A ordinary shares, the Reporting Person beneficially owns approximately 52.1% of the total outstanding ordinary shares.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
10,452,750 ordinary shares. Each Class A ordinary share is entitled to one vote per share. Each Class B ordinary share is entitled to 20 votes per share and is convertible at any time into one Class A ordinary share. Pursuant to Rule 13d-3(d)(1) under the Exchange Act, the Class B ordinary shares beneficially owned by the Reporting Person are deemed to be converted into Class A ordinary shares for purposes of calculating beneficial ownership.
(ii) Shared power to vote or to direct the vote:
0 ordinary shares
(iii) Sole power to dispose or to direct the disposition of:
10,452,750 ordinary shares
(iv) Shared power to dispose or to direct the disposition of:
0 ordinary shares
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.
Lim Heng Hai
Signature:
/s/ Lim Heng Hai
Name/Title:
Lim Heng Hai, Chairman of the Board and Chief Executive Officer
How many TechCreate (TCGL) shares does Lim Heng Hai beneficially own?
Lim Heng Hai beneficially owns 10,452,750 ordinary shares of TechCreate Group Ltd. This consists of 7,880,000 Class A ordinary shares and 2,572,750 Class B ordinary shares, as reported in the Schedule 13G ownership filing.
What percentage of TechCreate (TCGL) does Lim Heng Hai own according to the filing?
The filing states that Lim Heng Hai owns 45.1% of the outstanding Class A ordinary shares. On an as-converted basis, assuming all his Class B shares convert into Class A shares, he beneficially owns approximately 52.1% of TechCreate’s total ordinary shares.
How are TechCreate (TCGL) Class A and Class B shares different?
TechCreate’s Class A and Class B shares have identical rights except for voting and conversion. Each Class A share has one vote, while each Class B share has 20 votes and can convert into one Class A share. Class A shares cannot convert into Class B shares.
What portion of TechCreate (TCGL) Class B shares does Lim Heng Hai hold?
The filing states that Lim Heng Hai beneficially owns 100% of TechCreate’s outstanding Class B ordinary shares. This totals 2,572,750 Class B shares, each carrying 20 votes, which significantly enhances his overall voting power in the company.
What is the total number of TechCreate (TCGL) shares outstanding after the IPO?
Upon completion of the IPO, TechCreate had 17,477,250 Class A ordinary shares and 2,572,750 Class B ordinary shares issued and outstanding. These figures provide the baseline used in the Schedule 13G to calculate Lim Heng Hai’s ownership percentages.
Who is the reporting person in the TechCreate (TCGL) Schedule 13G filing?
The reporting person is Lim Heng Hai, a citizen of Singapore and chairman of the board and chief executive officer of TechCreate Group Ltd. The Schedule 13G details his beneficial ownership and voting and dispositive powers over the company’s shares.