- Amended Statement of Ownership (SC 13G/A)
February 14 2012 - 6:33AM
Edgar (US Regulatory)
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 13d-2 (b)
(Amendment No. 1)*
(Name of Issuer)
(Title of Class of Securities)
(CUSIP Number)
(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)
x
Rule 13d-1(d)
*
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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 disclosures provided in a prior cover page.
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The information
required on 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).
(Continued on following pages)
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CUSIP NO. G26583 107
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13G
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Page
2
of 6 Pages
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1
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NAME OF REPORTING PERSON
Guangfu Xu (Mr. Xu)
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2
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
¨
(b)
¨
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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
Peoples Republic of
China
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
39,583,333 ordinary shares, which consist of (i) 39,000,000
ordinary shares held by Gold Intellect Limited (Gold Intellect), a British Virgin Islands company solely owned and controlled by Mr. Xu, and (ii) 583,333 ordinary shares issuable upon exercise of options held by Mr. Xu that are
exercisable within 60 days of December 31, 2011. Gold Intellect may also be deemed to have sole voting power with respect to the 39,000,000 ordinary shares held by it.
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
39,583,333 ordinary shares. See Item 5 above for detail. Gold
Intellect may also be deemed to have sole dispositive power with respect to the 39,000,000 ordinary shares held by it.
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
39,583,333 shares
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10
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CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES
¨
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11
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9
22.5%
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12
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TYPE OF REPORTING
PERSON
IN
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CUSIP NO. G26583 107
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13G
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Page
3
of 6 Pages
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1
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NAME OF REPORTING PERSON
Gold Intellect Limited
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2
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
¨
(b)
¨
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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
British Virgin
Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
39,000,000 ordinary shares held by Gold
Intellect.
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
39,000,000 ordinary shares held by Gold
Intellect.
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
39,000,000 ordinary shares
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10
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CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES
¨
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11
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9
22.2%
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12
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TYPE OF REPORTING
PERSON
CO
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CUSIP NO. G26583 107
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13G
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Page
4
of 6 Pages
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ITEM 1
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(a).
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NAME OF ISSUER:
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Daqo New Energy Corp.
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ITEM 1
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(b).
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ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICES:
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666 Longdu Avenue
Wanzhou, Chongqing 404000
Peoples Republic
of China
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ITEM 2
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(a).
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NAME OF PERSON FILING:
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Guangfu Xu
Gold Intellect Limited
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ITEM 2
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(b).
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ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
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For all Reporting Persons:
c/o 66 Xinzhong Road
Xinba, Yangzhong, Jiangsu
Province
Peoples Republic of China
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ITEM 2
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(c)
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CITIZENSHIP:
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Guangfu Xu - Peoples Republic of China.
The place of organization of Gold Intellect Limited is the British Virgin
Islands.
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ITEM 2
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(d).
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TITLE OF CLASS OF SECURITIES:
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Ordinary Shares
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ITEM 2
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(e).
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CUSIP NUMBER:
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G26583 107
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ITEM 3.
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Not Applicable
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CUSIP NO. G26583 107
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13G
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Page
5
of 6 Pages
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ITEM 4.
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OWNERSHIP:
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The following information with respect to the ownership of the ordinary shares of Daqo New Energy Corp. (the Ordinary Shares) by the reporting persons is
provided as of December 31, 2011:
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Reporting Person
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Amount
beneficially
owned:
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Percent
of class:
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Sole
power to
vote or
direct the
vote:
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Shared
power to
vote or to
direct
the vote:
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Sole power to
dispose
or to
direct
the
disposition
of:
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Shared power
to dispose
or
to direct
the
disposition
of:
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Guangfu Xu
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39,583,333
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22.5
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%
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39,583,333
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0
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39,583,333
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0
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Gold Intellect Limited
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39,000,000
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22.2
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%
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39,000,000
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0
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39,000,000
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0
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Gold Intellect is the registered holder of 39,000,000 Ordinary Shares. Mr. Xu is the ultimate sole shareholder of Gold Intellect. Pursuant to Section 13(d) of the
Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, Mr. Xu may be deemed to beneficially own all of the Ordinary Shares held by Gold Intellect.
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ITEM 5.
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OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
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Not applicable
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ITEM 6.
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OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
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Not applicable
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ITEM 7.
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IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
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Not applicable
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ITEM 8.
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IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
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Not applicable
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ITEM 9.
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NOTICE OF DISSOLUTION OF GROUP:
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Not applicable
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ITEM 10.
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CERTIFICATIONS:
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Not applicable
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CUSIP NO. G26583 107
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13G
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Page
6
of 6 Pages
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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.
Dated: February 14, 2012
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Guangfu Xu
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/s/ Guangfu Xu
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Name: Guangfu Xu
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Gold Intellect Limited
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/s/ Guangfu Xu
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Name: Guangfu Xu
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Title: Director
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