Vanceinfo Technologies Inc. - Statement of Ownership (SC 13G)
February 13 2008 - 7:20AM
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.
)*
VanceInfo Technologies Inc.
Ordinary Shares
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(Title of Class of Securities)
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G9319E 109
Initial Public Offering December 17, 2007
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(Date of Event Which Requires Filing of this Statement)
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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. G9319E 109
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Schedule 13 G
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1
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
LC Fund II
N/A
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
¨
(b)
x
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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
Cayman Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5 SOLE VOTING POWER
4,416,100 ordinary shares
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6 SHARED VOTING POWER
0
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7 SOLE DISPOSITIVE POWER
4,416,100 ordinary shares
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8 SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,416,100 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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¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.9%*
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12
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TYPE OF REPORTING PERSON*
CO
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*
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based on the 37,198,907 ordinary shares outstanding as of the filing date.
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CUSIP NO. G9319E 109
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Schedule 13 G
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1
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Right Lane Limited
N/A
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
¨
(b)
x
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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
Hong Kong
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5 SOLE VOTING POWER
0
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6 SHARED VOTING POWER
4,416,100 ordinary shares
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7 SOLE DISPOSITIVE POWER
0
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8 SHARED DISPOSITIVE POWER
4,416,100 ordinary shares
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,416,100 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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¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.9%*
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12
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TYPE OF REPORTING PERSON*
CO
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*
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based on the 37,198,907 ordinary shares outstanding as of the filing date.
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CUSIP NO. G9319E 109
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Schedule 13 G
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1
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Legend Holdings Limited
N/A
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
¨
(b)
x
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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
the Peoples Republic of China
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5 SOLE VOTING POWER
0
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6 SHARED VOTING POWER
4,416,100 ordinary shares
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7 SOLE DISPOSITIVE POWER
0
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8 SHARED DISPOSITIVE POWER
4,416,100 ordinary shares
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,416,100 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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¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.9%*
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12
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TYPE OF REPORTING PERSON*
CO
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*
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based on the 37,198,907 ordinary shares outstanding as of the filing date.
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CUSIP NO. G9319E 109
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Schedule 13 G
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1
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Chinese Academy of Sciences Holdings Co., Ltd.
N/A
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
¨
(b)
x
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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
The Peoples Republic of China
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5 SOLE VOTING POWER
0
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6 SHARED VOTING POWER
4,416,100 ordinary shares
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7 SOLE DISPOSITIVE POWER
0
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8 SHARED DISPOSITIVE POWER
4,416,100 ordinary shares
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,416,100 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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¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.9%*
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12
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TYPE OF REPORTING PERSON*
CO
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*
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based on the 37,198,907 ordinary shares outstanding as of the filing date.
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CUSIP NO. G9319E 109
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Schedule 13 G
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1
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Chinese Academy of Sciences
N/A
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
¨
(b)
x
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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
The Peoples Republic of China
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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|
5 SOLE VOTING POWER
0
|
|
6 SHARED VOTING POWER
4,416,100 ordinary shares
|
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7 SOLE DISPOSITIVE POWER
0
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8 SHARED DISPOSITIVE POWER
4,416,100 ordinary shares
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,416,100 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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¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.9%*
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12
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TYPE OF REPORTING PERSON*
OO
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*
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based on the 37,198,907 ordinary shares outstanding as of the filing date.
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ITEM 1
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(a).
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NAME OF ISSUER:
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VanceInfo Technologies Inc. (the Issuer)
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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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3/F, Building 8, Zhongguancun Software Park,
Haidian District, Beijing 100094,
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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LC Fund II
Right Lane Limited
Legend Holdings Limited
Chinese Academy of Sciences Holdings
Ltd.
Chinese Academy of Sciences
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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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LC Fund II:
10
th
Floor, Tower A, Raycom Info. Tech Center
No. 2 Ke Xue Yuan
Nan Lu, Zhong Guan Cun,
Haidian District, Beijing 100080,
The
Peoples Republic of China
Right Lane Limited:
5/F. Lincoln House, Taikoo Place,
979 Kings Road, Quarry
Bay,
Hong Kong
Legend Holdings Limited:
10/F, Tower A, Raycom Info Park,
No.2 Kexueyuan Nanlu, Zhongguancun, Haidian District,
Beijing 100080, PRC.
Chinese Academy of Sciences Holdings Co., Ltd.:
7/F, Yingu Mansion, 9 Beisihuanxi Road,
Beijing 100080, PRC.
Chinese Academy of Sciences
No. 52, San Li He Road, Xicheng District
Beijinig 100864, PRC
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ITEM 2
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(c)
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CITIZENSHIP:
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LC Fund II is a Cayman Islands company; Right Lane Limited is a Hong Kong company; Legend Holdings Limited is a Chinese company; Chinese Academy of Sciences Holdings Co., Ltd. is
a Chinese company. Chinese Academy of Sciences is an academic institution controlled by Chinese government.
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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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G9319E 109
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ITEM 3.
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Not Applicable
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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 the issuer by the Reporting Person is provided as of December 31, 2007:
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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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LC Fund II
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4,416,100
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11.9
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%
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4,416,100
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0
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4,416,100
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0
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Right Lane Limited
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4,416,100
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11.9
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%
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0
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4,416,100
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0
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4,416,100
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Legend Holdings Limited
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4,416,100
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11.9
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%
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0
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4,416,100
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0
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4,416,100
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Chinese Academy of Sciences Holdings Co., Ltd.
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4,416,100
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11.9
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%
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0
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4,416,100
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0
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4,416,100
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Chinese Academy of Sciences
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4,416,100
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11.9
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%
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0
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4,416,100
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0
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4,416,100
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LC Fund II is the record holder of 4,416,100 ordinary shares of the Issuer. Right Lane Limited is the controlling shareholder of LC Fund II. Legend holdings Limited is the sole
shareholder of Right Lane Limited, and is in turn controlled by Chinese Academy of Sciences Holdings Co., Ltd.. Chinese Academy of Sciences Holdings Co., Ltd. is wholly owned by Chinese Academy of Sciences. Right Lane Limited, Legend Holdings
Limited, Chinese Academy of Sciences Holdings Co., Ltd. and Chinese Academy of Sciences may be deemed to beneficially own all of ordinary shares held by LC Fund II in accordance with Regulation 13(d) of the Securities Act.
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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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CERTIFICATION:
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Not applicable
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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 13
, 2008
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LC Fund II
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By:
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/s/ Hao Chen
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Name:
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Hao Chen
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Title:
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Authorized Signatory
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Right Lane Limited
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By:
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/s/ Hao Chen
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Name:
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Hao Chen
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Title:
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Authorized Signatory
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Legend Holdings Limited
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By:
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/s/ Hao Chen
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Name:
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Hao Chen
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Title:
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Authorized Signatory
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Chinese Academy of Sciences Holdings Co., Ltd.
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By:
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/s/ Hao Chen
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Name:
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Hao Chen
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Title:
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Authorized Signatory
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Chinese Academy of Sciences
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By:
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/s/ Hao Chen
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Name:
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Hao Chen
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Title:
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Authorized Signatory
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LIST OF EXHIBITS
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Exhibit No.
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Description
|
A
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Joint Filing Agreement
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