Schedule 13G

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GOz4h0fl2y6FUdptmbFMgNuFJ87Qasc1Xo9vtUjJ9mjThCuMj8zwxxzMTGTU+JRM MHD++XiHBFAf9ys4uyGm0w== 0001193125-11-031600.txt : 20110211 0001193125-11-031600.hdr.sgml : 20110211 20110211072736 ACCESSION NUMBER: 0001193125-11-031600 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20110211 DATE AS OF CHANGE: 20110211 GROUP MEMBERS: ASIAVEST PARTNERS, TCW/YFY LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: iSoftStone Holdings Ltd CENTRAL INDEX KEY: 0001500308 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-85929 FILM NUMBER: 11594933 BUSINESS ADDRESS: STREET 1: International Software Plaza Bldg 9 STREET 2: Zhongguancun Software Park No. 8 West Do CITY: Beijing STATE: F4 ZIP: 100193 BUSINESS PHONE: (86-10) 5874-9000 MAIL ADDRESS: STREET 1: International Software Plaza Bldg 9 STREET 2: Zhongguancun Software Park No. 8 West Do CITY: Beijing STATE: F4 ZIP: 100193 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ASIAVEST OPPORTUNITIES FUND IV CENTRAL INDEX KEY: 0001296477 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 865 S FIGUEROA STREET STREET 2: SUITE 1800 CITY: LOS ANGELES STATE: CA ZIP: 90017 BUSINESS PHONE: 2132440000 MAIL ADDRESS: STREET 1: 865 S FIGUEROA STREET STREET 2: SUITE 1800 CITY: LOS ANGELES STATE: CA ZIP: 90017 SC 13G 1 dsc13g.htm SCHEDULE 13G Schedule 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

iSoftStone Holdings Limited

(Name of Issuer)

Ordinary Shares*

American Depositary Shares

(Title of Class of Securities)

46489B108**

(CUSIP Number)

December 31, 2010

(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)

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 disclosures provided in a prior cover page.

*	Not for trading, but only in connection with the registration of American Depositary Shares each representing ten ordinary shares.

**	This CUSIP number applies to the American Depositary Shares.

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).


CUSIP No. 46489B108		SCHEDULE 13G		Page 2 of 7 Pages


1	NAMES OF REPORTING PERSONS AsiaVest Opportunities Fund IV
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 96,487,426
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 96,487,426
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 96,487,426
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 18.4%¹
12	TYPE OF REPORTING PERSON CO

¹	Based on 523,953,829 outstanding ordinary shares as of December 31, 2010.


CUSIP No. 46489B108		SCHEDULE 13G		Page 3 of 7 Pages


1	NAMES OF REPORTING PERSONS AsiaVest Partners, TCW/YFY Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 96,487,426²
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 96,487,426
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 96,487,426
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 18.4%³
12	TYPE OF REPORTING PERSON CO

²	Includes 96,487,426 ordinary shares held by AsiaVest Opportunities Fund IV, a Cayman Islands limited liability company. The manager of AsiaVest Opportunities Fund IV is AsiaVest Partners, TCW/YFY Ltd., a Cayman Islands company.

³	Based on 523,953,829 outstanding ordinary shares as of December 31, 2010.


CUSIP No. 46489B108		SCHEDULE 13G		Page 4 of 7 Pages

Item 1

(a)

Name of Issuer:

iSoftStone Holdings Limited (“Issuer”)

Item 1

(b)

Address of Issuer’s Principal Executive Offices:

International Software Plaza

Building 9 Zhongguancun Software Park

No. 8 West Dongbeiwang Road, Haidian District

Beijing 100193, PRC

Item 2

(a)

Name of Person Filing:

AsiaVest Opportunities Fund IV

AsiaVest Partners, TCW/YFY Ltd.

Item 2

(b)

Address of Principal Business Office or, If None, Residence

AsiaVest Opportunities Fund IV

Ugland House

P.O. Box 309 Georgetown

Grand Cayman, Cayman Islands

AsiaVest Partners, TCW/YFY Ltd.

Ugland House

P.O. Box 309 Georgetown

Grand Cayman, Cayman Islands

Item 2

(c)

Citizenship

AsiaVest Opportunities Fund IV - Cayman Islands

AsiaVest Partners, TCW/YFY Ltd. - Cayman Islands

Item 2

(d)

Title of Class of Securities:

Ordinary shares, par value $0.0001 per share

American Depository Shares, each representing ten ordinary shares

Item 2

(e)

CUSIP Number:

46489B108

Item 3.

Statement Filed Pursuant to Rule 13d-1(b) or 13d-2(b) or (c):

Not applicable.


CUSIP No. 46489B108		SCHEDULE 13G		Page 5 of 7 Pages

Item 4.

Ownership

(a) Amount Beneficially Owned:

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:

AsiaVest Opportunities Fund IV

96,487,426

ordinary

18.4

96,487,426

ordinary

96,487,426

ordinary

AsiaVest Partners, TCW/YFY Ltd.

96,487,426

ordinary

18.4

96,487,426

ordinary

96,487,426
ordinary
shares

The percentages of ownership set forth above are based on 523,953,829 ordinary shares outstanding as of December 31, 2010.

AsiaVest Opportunities Fund IV is a Cayman Islands limited liability company. The manager of AsiaVest Opportunities Fund IV is AsiaVest Partners, TCW/YFY Ltd., a Cayman Islands company.

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 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.


CUSIP No. 46489B108		SCHEDULE 13G		Page 6 of 7 Pages

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 11, 2011


AsiaVest Opportunities Fund IV

By:		/s/ T.J. Huang
Name:		T.J. Huang
Title:		Director

AsiaVest Partners, TCW/YFY Ltd.

By:		/s/ T.J. Huang
Name:		T.J. Huang
Title:		Director


CUSIP No. 46489B108		SCHEDULE 13G		Page 7 of 7 Pages

LIST OF EXHIBITS


Exhibit No.		Description

A		Joint Filing Agreement

EX-99.(A) 2 dex99a.htm JOINT FILING AGREEMENT Joint Filing Agreement

EXHIBIT A

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 US$0.0001, of iSoftStone Holdings Limited, a Cayman Islands 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.

Dated: February 11, 2011


AsiaVest Opportunities Fund IV

By:		/s/ T.J. Huang
Name:		T.J. Huang
Title:		Director

AsiaVest Partners, TCW/YFY Ltd.

By:		/s/ T.J. Huang
Name:		T.J. Huang
Title:		Director

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