- Amended Statement of Ownership (SC 13G/A)
February 14 2012 - 6:38AM
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)*
Daqo New
Energy Corp.
(Name of Issuer)
Ordinary Shares
(Title of Class of Securities)
G26583 107
(CUSIP Number)
December 31, 2011
(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 10 Pages
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1
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NAME OF REPORTING PERSON
Weidong Chen
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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
0
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6
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SHARED VOTING POWER
5,949,666 ordinary shares held by Ace Pro Holdings Limited
(Ace Pro), a British Virgin Islands company jointly owned and controlled by Weidong Chen, Jinhong Cai, Jinrong Xiao and Defu Ji.
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
5,949,666 ordinary shares held by Ace
Pro.
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,949,666 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
3.4%
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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 10 Pages
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1
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NAME OF REPORTING PERSON
Jinhong Cai
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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
0
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6
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SHARED VOTING POWER
5,949,666 ordinary shares held by Ace
Pro.
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
5,949,666 ordinary shares held by Ace
Pro.
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,949,666 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
3.4%
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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
4
of 10 Pages
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1
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NAME OF REPORTING PERSON
Jinrong Xiao
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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
0
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6
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SHARED VOTING POWER
5,949,666 ordinary shares held by Ace
Pro.
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
5,949,666 ordinary shares held by Ace
Pro.
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,949,666 shares
|
10
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CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES
¨
|
11
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9
3.4%
|
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
5
of 10 Pages
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1
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NAME OF REPORTING PERSON
Defu Ji
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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
|
|
5
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|
SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
5,949,666 ordinary shares held by Ace
Pro.
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
5,949,666 ordinary shares held by Ace
Pro.
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,949,666 shares
|
10
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CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES
¨
|
11
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9
3.4%
|
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
6
of 10 Pages
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1
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NAME OF REPORTING PERSON
Ace Pro Holdings 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
5,949,666 ordinary shares. Weidong Chen, Jinhong Cai, Jinrong
Xiao and Defu Ji, as the joint shareholder of Ace Pro, may also be deemed to have shared voting power with respect to these ordinary shares held by Ace Pro.
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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
5,949,666 ordinary shares. Weidong Chen, Jinhong Cai, Jinrong
Xiao and Defu Ji, as the joint shareholder of Ace Pro, may also be deemed to have shared dispositive power with respect to these ordinary shares held by Ace Pro.
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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
5,949,666 ordinary shares
|
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
3.4%
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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 7 of 10 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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Weidong Chen
Jinhong Cai
Jinhong Xiao
Defu
Ji
Ace Pro Holdings 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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Weidong Chen - Peoples Republic of China.
Jinhong Cai - Peoples Republic of China.
Jinhong Xiao - Peoples Republic of
China.
Defu Ji - Peoples Republic of China.
The place of organization of Ace Pro Holdings 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 8 of 10 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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Weidong Chen
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5,949,666
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3.4
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%
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0
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5,949,666
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0
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5,949,666
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Jinhong Cai
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5,949,666
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3.4
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%
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0
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5,949,666
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0
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5,949,666
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Jinhong Xiao
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5,949,666
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3.4
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%
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0
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5,949,666
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0
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5,949,666
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Defu Ji
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5,949,666
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3.4
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%
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0
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5,949,666
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0
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5,949,666
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Ace Pro Holdings Limited
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5,949,666
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3.4
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%
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5,949,666
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0
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5,949,666
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0
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Ace Pro is the registered holder of 5,949,666 Ordinary Shares. Weidong Chen, Jinhong Cai, Jinhong Xiao and Defu Ji are the ultimate joint shareholders of Ace Pro.
Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, Weidong Chen, Jinhong Cai, Jinhong Xiao and Defu Ji may be deemed to jointly beneficially own all of the Ordinary Shares held by Ace
Pro.
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ITEM 5.
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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 had ceased to be the beneficial owner of more than five percent of
the class of securities, check the following
x
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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 9 of 10 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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Weidong Chen
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/s/ Weidong Chen
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Name: Weidong Chen
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Jinhong Cai
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/s/ Jinhong Cai
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Name: Jinhong Cai
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Jinhong Xiao
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/s/ Jinhong Xiao
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Name: Jinhong Xiao
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Defu Ji
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/s/ Defu Ji
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Name: Defu Ji
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Ace Pro Holdings Limited
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/s/ Weidong Chen
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Name: Weidong Chen
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Title: Director
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CUSIP NO. G26583 107
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13G
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Page 10 of 10 Pages
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LIST OF EXHIBITS
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Exhibit
No.
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Description
|
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A
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Joint Filing Agreement
|
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