China Grentech Corp Ltd - Amended Statement of Ownership (SC 13G/A)
February 12 2008 - 6:02AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2
(Amendment
No. 1) *
China GrenTech Corporation Limited
(Name of Issuer)
Ordinary Shares, par value US$0.00002 each
(Title of Class of Securities)
16938P 10 7
(CUSIP Number)
December 26, 2007
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is
filed:
o
Rule 13d-1(b)
o
Rule 13d-1(c)
þ
Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting persons 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
).
TABLE OF CONTENTS
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1
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NAMES OF REPORTING PERSONS
Drag Investments Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a)
þ
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(b)
o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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British Virgin Islands
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5
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SOLE VOTING POWER
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NUMBER OF
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64,290,000
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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64,290,000
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WITH:
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8
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SHARED DISPOSITIVE POWER
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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64,290,000
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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10.3%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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1
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NAMES OF REPORTING PERSONS
Mr. Kunjie Zhuang
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a)
þ
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(b)
o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Peoples Republic of China
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5
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SOLE VOTING POWER
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NUMBER OF
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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64,290,000
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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WITH:
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8
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SHARED DISPOSITIVE POWER
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64,290,000
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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64,290,000
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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10.3%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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2
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1
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NAMES OF REPORTING PERSONS
Mr. Haifan Zhuang
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a)
þ
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(b)
o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Peoples Republic of China
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5
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SOLE VOTING POWER
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NUMBER OF
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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64,290,000
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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WITH:
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8
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SHARED DISPOSITIVE POWER
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64,290,000
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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64,290,000
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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10.3%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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3
Item 1(a) Name of Issuer:
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China GrenTech Corporation Limited
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Item 1(b) Address of Issuers Principal Executive Offices:
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16
th
Floor, Zhongyin Tower, Caitian North Road, Futian District,
Shenzhen 518026, China
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Item 2(a) Name of Person Filing:
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(i)
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Drag Investments Limited
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(ii)
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Mr. Kunjie Zhuang
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(iii)
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Mr. Haifan Zhuang
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Item 2(b) Address of Principal Business Office or, if none, Residence:
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(i)
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16
th
Floor, Zhongyin Tower, Caitian North Road, Futian District,
Shenzhen 518026, China
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(ii)
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16
th
Floor, Zhongyin Tower, Caitian North Road, Futian District,
Shenzhen 518026, China
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(iii)
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8-604 Jinshan Community, Licheng District, Quanzhou City, Fujian Province,
China
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Item 2(c) Citizenship:
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(i)
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British Virgin Islands
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(ii)
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Peoples Republic of China
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(iii)
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Peoples Republic of China
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Item 2(d) Title of Class of Securities:
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Ordinary Shares, par value US$0.00002 each
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Item 2(e) CUSIP Number:
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Note:
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The CUSIP number is for the American depository shares (ADSs)
evidencing the ordinary shares in respect of which this report is made, which are
held on deposit pursuant to the issuers depository receipt program. The ordinary shares that are the subject of this report are not held in ADS form.
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Item 3.
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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:
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(a)
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o
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Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
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(b)
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o
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Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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o
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Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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o
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Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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o
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
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(f)
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o
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
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(g)
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o
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
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(h)
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o
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
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(i)
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o
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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).
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(j)
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o
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Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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Not applicable. The report is being filed pursuant to Rule 13d-1(d).
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Item 4. Ownership
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(a)
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Amount beneficially owned:
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64,290,000
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(b)
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Percent of class:
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10.3%
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote
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64,290,000
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(ii)
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Shared power to vote or to direct the vote
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(iii)
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Sole power to dispose or to direct the disposition of
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64,290,000
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(iv)
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Shared power to dispose or to direct the disposition of
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The record holder of the 64,290,000 ordinary shares of the issuer is Drag Investments
Limited, which was wholly owned by Mr. Kunjie Zhuang prior to November 1, 2007, who was
also the sole director of Drag Investments Limited. Drag Investments Limited has 10 shares
issued and outstanding. On November 1, 2007, Mr. Zhuang transferred two shares,
representing 20% of his ownership in Drag Investments Limited, to Ms. Guoping Fan, his
wife, who further transferred such shares to Mr. Haifan Zhuang, son of Mr. Kunjie Zhuang
and Ms. Guoping Fan, on December 26, 2007. Mr. Haifan Zhuang has also become a director of
Drag Investments Limited.
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5
Item 5. Ownership of Five Percent or Less of a Class
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If this statement is being filed to report the fact that as of the date hereof, the
reporting person has ceased to be the beneficial owner of more than 5% of the class of
securities, check the following
o
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Item 6. Ownership of More than Five Percent on Behalf of Another Person
Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company or Control Person
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Item 8. Identification and Classification of Members of the Group
Item 9. Notice of Dissolution of Group
Item 10. Certifications
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Not applicable. The report is being filed pursuant to Rule 13d-1(d).
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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.
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Drag Investments Limited
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/s/
Kunjie Zhuang
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Name:
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Kunjie Zhuang
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Title:
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Director
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Kunjie Zhuang
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/s/ Kunjie Zhuang
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Kunjie Zhuang
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Haifan Zhuang
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/s/ Haifan Zhuang
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Haifan Zhuang
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7
INDEX TO EXHIBITS
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Exhibit
Number
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Description
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99.2
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Joint Filing Agreement
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8
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