UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934*

Jupai Holdings Limited

(Name of Issuer)

Ordinary shares of par value of $0.0005 per share

(Title of Class of Securities)

G52141 101

(CUSIP Number)

December 31, 2015

(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)

x

Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s 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).

 



 

1

Names of Reporting Persons
Xin Zhou

2

Check the Appropriate Box if a Member of a Group

(a) o

(b) o

3

SEC Use Only

4

Citizenship or Place of Organization

People’s Republic of China

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5

Sole Voting Power

15,940,960 ordinary shares. See Item 4.

6

Shared Voting Power

0

7

Sole Dispositive Power

15,940,960 ordinary shares. See Item 4.

8

Shared Dispositive Power

0

9

Aggregate Amount Beneficially Owned by Each Reporting Person

15,940,960 ordinary shares

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)

8.3%

12

Type of Reporting Person

IN

 

2



 

1

Names of Reporting Persons
Reckon Capital Limited

2

Check the Appropriate Box if a Member of a Group

(a) o

(b) o

3

SEC Use Only

4

Citizenship or Place of Organization

British Virgin Islands

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5

Sole Voting Power

15,915,960 ordinary shares. See Item 4.

6

Shared Voting Power

0

7

Sole Dispositive Power

15,915,960 ordinary shares. See Item 4.

8

Shared Dispositive Power

0

9

Aggregate Amount Beneficially Owned by Each Reporting Person

15,915,960 ordinary shares

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)

8.3%

12

Type of Reporting Person

CO

 

3



 

1

Names of Reporting Persons
Turbo Chance Limited

2

Check the Appropriate Box if a Member of a Group

(a) o

(b) o

3

SEC Use Only

4

Citizenship or Place of Organization

British Virgin Islands

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5

Sole Voting Power

15,915,960 ordinary shares. See Item 4.

6

Shared Voting Power

0

7

Sole Dispositive Power

15,915,960 ordinary shares. See Item 4.

8

Shared Dispositive Power

0

9

Aggregate Amount Beneficially Owned by Each Reporting Person

15,915,960 ordinary shares

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)

8.3%

12

Type of Reporting Person

CO

 

4



 

Item 1(a).

Name of Issuer:
Jupai Holdings Limited

Item 1(b).

Address of Issuer’s Principal Executive Offices:
10/F Jinsui Building,
No. 379 South Pudong Road, Pudong District,
Shanghai,
People’s Republic of China

 

Item 2(a).

Name of Person Filing:
Xin Zhou

Reckon Capital Limited

Turbo Chance Limited

Item 2(b).

Address of Principal Business Office, or, if none, Residence:
Xin Zhou

c/o 11/F, Qiushi Building, No. 383 Guangyuan Road,

Shanghai, People’s Republic of China

 

Reckon Capital Limited

Turbo Chance Limited

Room 2101, 21/F, World-Wide House, 19 Des Voeux Road C.

Central, Hong Kong

Item 2(c).

Citizenship:
Reckon Capital Limited – British Virgin Islands

Turbo Chance Limited – British Virgin Islands

Xin Zhou – People’s Republic of China

Item 2(d).

Title of Class of Securities:
Ordinary shares of par value of $0.0005 per share

Item 2(e).

CUSIP No.:
G52141 101

 

Item 3.

Not Applicable

 

5



 

Item 4.

Ownership

The following information with respect to the ownership of the ordinary shares of par value of $0.0005 per share of Jupai Holdings Limited (the “Issuer”) by each of the reporting persons is provided as of December 31, 2015:

 

Reporting Person

 

Amount
beneficially
owned:

 

Percent
of class:

 

Sole power to
vote or direct
the vote:

 

Shared power
to vote or to
direct the
vote:

 

Sole power to
dispose or to
direct the
disposition of:

 

Shared power
to dispose or
to direct the
disposition of:

 

Xin Zhou

 

15,940,960

 

8.3

%

15,940,960

 

0

 

15,940,960

 

0

 

Reckon Capital Limited

 

15,915,960

 

8.3

%

15,915,960

 

0

 

15,915,960

 

0

 

Turbo Chance Limited

 

15,915,960

 

8.3

%

15,915,960

 

0

 

15,915,960

 

0

 

 

Reckon Capital Limited is the record holder of 15,915,960 ordinary shares of the Issuer.  Turbo Chance Limited owns 60% equity interest in Reckon Capital Limited.  Mr. Xin Zhou is the sole shareholder of Turbo Chance Limited and is the sole director of both Reckon Capital Limited and Turbo Chance Limited.  Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, each of Turbo Chance Limited and Mr. Xin Zhou may be deemed to beneficially own all of the ordinary shares of the Issuer held by Reckon Capital Limited.  In addition, Mr. Zhou has the right to acquire 25,000 ordinary shares of the Issuer within 60 days following December 31, 2015.

 

The percentages used herein are calculated based upon 192,057,759 ordinary shares of the Issuer issued and outstanding as of January 6, 2016.

 

Item 5.

Ownership of Five Percent or Less of a Class

Not applicable

 

Item 6.

Ownership of More than Five 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

 

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.

 

Dated: February 5, 2016

 

 

 

 

 

 

 

 

Xin Zhou

/s/ Xin Zhou

 

 

 

 

 

 

Reckon Capital Limited

By:

/s/ Xin Zhou

 

 

Name: Xin Zhou

 

 

Title: Director

 

 

 

 

 

 

Turbo Chance Limited

By:

/s/ Xin Zhou

 

 

Name: Xin Zhou

 

 

Title: Director

 

7



 

LIST OF EXHIBITS

 

Exhibit No.

 

Description

 

 

 

99.1

 

Joint Filing Agreement

 

8




Exhibit 99.1

 

Joint Filing Agreement

 

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the ordinary shares, par value of $0.0005 per share, of Jupai Holdings Limited, a Cayman Islands exempted company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

 

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of February 5, 2016.

 

 

Xin Zhou

/s/ Xin Zhou

 

 

 

 

Reckon Capital Limited

By:

/s/ Xin Zhou

 

 

Name: Xin Zhou

 

 

Title: Director

 

 

 

 

Turbo Chance Limited

By:

/s/ Xin Zhou

 

 

Name: Xin Zhou

 

 

Title: Director

 


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