-----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, Fqar5amTGeNLHblz4CKgkMA5c38Qg9YZC/4HV0V4Cla+eGwqkTCZpL+fpXwDHZHd o4cQKqBK0BLgUbxsgkOuIA== 0001405086-11-000086.txt : 20110214 0001405086-11-000086.hdr.sgml : 20110214 20110214181645 ACCESSION NUMBER: 0001405086-11-000086 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110214 DATE AS OF CHANGE: 20110214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: IFM Investments Ltd CENTRAL INDEX KEY: 0001477324 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE AGENTS & MANAGERS (FOR OTHERS) [6531] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-85993 FILM NUMBER: 11608757 BUSINESS ADDRESS: STREET 1: 26/A, EAST WING, HANWEI PLAZA STREET 2: NO.7 GUANGHUA ROAD, CHAOYANG DISTRICT CITY: BEIJING STATE: F4 ZIP: 100004 BUSINESS PHONE: 86-10-65617788 MAIL ADDRESS: STREET 1: 26/A, EAST WING, HANWEI PLAZA STREET 2: NO.7 GUANGHUA ROAD, CHAOYANG DISTRICT CITY: BEIJING STATE: F4 ZIP: 100004 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AVENUE ASIA CAPITAL MANAGEMENT, L.P. CENTRAL INDEX KEY: 0001512873 IRS NUMBER: 522320128 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O AVENUE CAPITAL MANAGEMENT II, L.P. STREET 2: 399 PARK AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-878-3520 MAIL ADDRESS: STREET 1: C/O AVENUE CAPITAL MANAGEMENT II, L.P. STREET 2: 399 PARK AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 fifm.htm UNITED STATES



UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G


INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2

(Amendment No.  )*


IFM INVESTMENTS LIMITED

(Name of Issuer)


American Depository Shares

(Title of Class of Securities)


45172L100

(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 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).




CUSIP NO. 45172L100                                          13G                                                 Page 2 of 22 Pages



1.

NAME OF REPORTING PERSONS


GL Asia Mauritius II Cayman Limited


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


10,252,468


6.  SHARED VOTING POWER

 

None


7. SOLE DISPOSITIVE POWER


10,252,468


8. SHARED DISPOSITIVE POWER

 

None



9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,252,468


10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    

[    ]


11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)


31.7*


12.

TYPE OF REPORTING PERSON


CO


*  See disclosure in Item 4 of this Schedule 13G.






CUSIP NO. 45172L100                                          13G                                                 Page 3 of 22 Pages



1.

NAME OF REPORTING PERSONS


GL Asia Mauritius II, LLC


2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  [   ]

(b)  [X]


3.

SEC USE ONLY


4.

CITIZENSHIP OR PLACE OF ORGANIZATION


Delaware


NUMBER OF SHARES BENEFICIALLY OWNED

BY EACH REPORTING PERSON WITH:


5.  SOLE VOTING POWER


None


6.  SHARED VOTING POWER

 

10,252,468


7. SOLE DISPOSITIVE POWER


None


8. SHARED DISPOSITIVE POWER

 

10,252,468



9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,252,468


10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    

[    ]


11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)


31.7*


12.

TYPE OF REPORTING PERSON


OO


*  See disclosure in Item 4 of this Schedule 13G.




CUSIP NO. 45172L100                                          13G                                                 Page 4 of 22 Pages



1.

NAME OF REPORTING PERSONS


Avenue Asia Special Situations Fund IV, L.P.


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


None


6.  SHARED VOTING POWER

 

10,252,468


7. SOLE DISPOSITIVE POWER


None


8. SHARED DISPOSITIVE POWER

 

10,252,468



9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,252,468


10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    

[    ]


11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)


31.7*


12.

TYPE OF REPORTING PERSON


PN


*  See disclosure in Item 4 of this Schedule 13G.






CUSIP NO. 45172L100                                          13G                                                 Page 5 of 22 Pages


1.

NAME OF REPORTING PERSONS


Avenue Asia Capital Partners IV 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


None


6.  SHARED VOTING POWER

 

10,252,468


7. SOLE DISPOSITIVE POWER


None


8. SHARED DISPOSITIVE POWER

 

10,252,468



9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,252,468


10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    

[    ]


11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)


31.7%*


12.

TYPE OF REPORTING PERSON


CO


*  See disclosure in Item 4 of this Schedule 13G.




CUSIP NO. 45172L100                                          13G                                                 Page 6 of 22 Pages


1.

NAME OF REPORTING PERSONS


Avenue Asia Capital Partners IV, LLC


2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  [   ]

(b)  [X]


3.

SEC USE ONLY


4.

CITIZENSHIP OR PLACE OF ORGANIZATION


Delaware


NUMBER OF SHARES BENEFICIALLY OWNED

BY EACH REPORTING PERSON WITH:


5.  SOLE VOTING POWER


None


6.  SHARED VOTING POWER

 

10,252,468


7. SOLE DISPOSITIVE POWER


None


8. SHARED DISPOSITIVE POWER

 

10,252,468



9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,252,468


10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    

[    ]


11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)


31.7%*


12.

TYPE OF REPORTING PERSON


OO


*  See disclosure in Item 4 of this Schedule 13G.






CUSIP NO. 45172L100                                          13G                                                 Page 7 of 22 Pages



1.

NAME OF REPORTING PERSONS


GL Asia Partners IV, LLC


2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  [   ]

(b)  [X]


3.

SEC USE ONLY


4.

CITIZENSHIP OR PLACE OF ORGANIZATION


Delaware


NUMBER OF SHARES BENEFICIALLY OWNED

BY EACH REPORTING PERSON WITH:


5.  SOLE VOTING POWER


None


6.  SHARED VOTING POWER

 

10,252,468


7. SOLE DISPOSITIVE POWER


None


8. SHARED DISPOSITIVE POWER

 

10,252,468



9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,252,468


10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    

[    ]


11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)


31.7%


12.

TYPE OF REPORTING PERSON


OO


*  See disclosure in Item 4 of this Schedule 13G.





CUSIP NO. 45172L100                                          13G                                                 Page 8 of 22 Pages


1.

NAME OF REPORTING PERSONS


Avenue Asia Capital Management, L.P.


2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  [   ]

(b)  [X]


3.

SEC USE ONLY


4.

CITIZENSHIP OR PLACE OF ORGANIZATION


Delaware


NUMBER OF SHARES BENEFICIALLY OWNED

BY EACH REPORTING PERSON WITH:


5.  SOLE VOTING POWER


None


6.  SHARED VOTING POWER

 

10,252,468


7. SOLE DISPOSITIVE POWER


None


8. SHARED DISPOSITIVE POWER

 

10,252,468



9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,252,468


10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    

[    ]


11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)


31.7%*


12.

TYPE OF REPORTING PERSON

 

IA


*  See disclosure in Item 4 of this Schedule 13G.







CUSIP NO. 45172L100                                          13G                                                 Page 9 of 22 Pages


1.

NAME OF REPORTING PERSONS


Avenue Asia Capital Management GenPar, LLC


2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  [   ]

(b)  [X]



3.

SEC USE ONLY


4.

CITIZENSHIP OR PLACE OF ORGANIZATION


Delaware


NUMBER OF SHARES BENEFICIALLY OWNED

BY EACH REPORTING PERSON WITH:


5.  SOLE VOTING POWER


None


6.  SHARED VOTING POWER


10,252,468


7. SOLE DISPOSITIVE POWER


None


8. SHARED DISPOSITIVE POWER

 

10,252,468



9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,252,468


10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    

[    ]


11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)


31.7%*


12.

TYPE OF REPORTING PERSON

 

HC


*  See disclosure in Item 4 of this Schedule 13G.





CUSIP NO. 45172L100                                          13G                                                 Page 10 of 22 Pages


1.

NAME OF REPORTING PERSONS


Marc Lasry


2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  [   ]

(b)  [X]


3.

SEC USE ONLY


4.

CITIZENSHIP OR PLACE OF ORGANIZATION


United States


NUMBER OF SHARES BENEFICIALLY OWNED

BY EACH REPORTING PERSON WITH:


5.  SOLE VOTING POWER


None


6.  SHARED VOTING POWER

 

10,252,468


7. SOLE DISPOSITIVE POWER


None


8. SHARED DISPOSITIVE POWER

 

10,252,468



9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,252,468


10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

    

[    ]


11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)


31.7%*


12.

TYPE OF REPORTING PERSON

 

HC/IN


*  See disclosure in Item 4 of this Schedule 13G.





Item 1.


(a)

Name of Issuer:   IFM Investments Limited


(b)

Address of Issuer's Principal Executive Offices:


26/A, East Wing, Hanwei Plaza

No. 7, Guanghua Road, Chaoyang District

Beijing 100004, People’s Republic of China


Item 2.


(a)

Names of persons filing:  See Cover Pages, Item 1.


(b)

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


c/o Avenue Capital Management II, L.P.

399 Park Avenue, 6th Floor

New York, NY  10022


(c)

Citizenship:  See Cover Pages, Item 4.


(d)

Title of class of Securities:   American Depository Shares, or ADS, each representing fifteen (15) Class A ordinary shares, par value $0.001.


(e)

CUSIP No.:   45172L100



Item 3. Statement filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c):


Not applicable.


Item 4. Ownership


See Cover Pages, Items 5 through 11.


The approximate percentages of American Depository Shares reported as beneficially owned by the Reporting Persons (as defined below) are based upon 28,232,265 American Depository Shares outstanding as of December 20, 2010, as reported by the Issuer in its Prospectus filed pursuant to Rule 424(b)(3) with the Securities and Exchange Commission on December 20, 2010 and have been calculated by including 4,126,234 American Depository Shares issuable upon conversion of shares of the Issuer’s Ordinary Stock that are to be transferred by IFM Overseas Partners L.P. to GL Asia Mauritius II Cayman Limited upon exchange of the secured exchangeable note issued by IFM Overseas Partners L.P. to GL Asia Mauritius II Cayman Limited as such shares are issuable and convertible into American Depository Shares within 60 days of the date hereof.

The securities reported in this Schedule 13G are held by GL Asia Mauritius II Cayman Limited, a Cayman Islands corporation.  GL Asia Mauritius II Cayman Limited is owned 50% by Avenue Asia International, Ltd. and 50% by GL Asia Mauritius II, LLC, but all of GL Asia Mauritius II Cayman Limited’s beneficial interest in the American Depository Shares has been allocated solely to GL Asia Mauritius II, LLC, a Delaware limited liability company.  GL Asia Mauritius II, LLC is owned by Avenue Asia Investments, L.P., Avenue Asia Special Situations Fund III, L.P. and Avenue Asia Special Situations Fund IV, L.P., but all of GL Asia Mauritius II, LLC’s beneficial interest in the American Depository Shares has been allocated solely to Avenue Asia Special Situations Fund IV, L.P., a Cayman Islands exempted limited partnership.  Avenue Asia Capital Partners IV Ltd. is the General Partner of Avenue Asia Special Situat ions Fund IV, L.P.  Avenue Asia Capital Partners IV, LLC is the sole shareholder of Avenue Asia Capital Partners IV



Ltd.  GL Asia Partners IV, LLC is the Managing Member of Avenue Asia Capital Partners IV, LLC and Avenue Asia Capital Management, L.P. is an investment adviser to Avenue Asia Special Situations Fund IV, L.P.  Avenue Asia Capital Management GenPar, LLC is the General Partner of Avenue Asia Capital Management, L.P. and Marc Lasry is the Managing Member of Avenue Asia Capital Management GenPar, LLC.  The foregoing persons are referred to collectively herein as the “Reporting Persons.”

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.


The securities reported in this Schedule 13G are held by GL Asia Mauritius II Cayman Limited, a Cayman Islands corporation.  GL Asia Mauritius II Cayman Limited is owned 50% by Avenue Asia International, Ltd. and 50% by GL Asia Mauritius II, LLC, but all of GL Asia Mauritius II Cayman Limited’s beneficial interest in the American Depository Shares has been allocated solely to GL Asia Mauritius II, LLC, a Delaware limited liability company.  GL Asia Mauritius II, LLC is owned by Avenue Asia Investments, L.P., Avenue Asia Special Situations Fund III, L.P. and Avenue Asia Special Situations Fund IV, L.P., but all of GL Asia Mauritius II, LLC’s beneficial interest in the American Depository Shares has been allocated solely to Avenue Asia Special Situations Fund IV, L.P., a Cayman Islands exempted limited partnership.  Avenue Asia Capital Partners IV Ltd. is the General Partner of Avenue Asia Special Situations Fund IV, L.P.  Ave nue Asia Capital Partners IV, LLC is the sole shareholder of Avenue Asia Capital Partners IV Ltd.  GL Asia Partners IV, LLC is the Managing Member of Avenue Asia Capital Partners IV, LLC and Avenue Asia Capital Management, L.P. is an investment adviser to Avenue Asia Special Situations Fund IV, L.P.  Avenue Asia Capital Management GenPar, LLC is the General Partner of Avenue Asia Capital Management, L.P. and Marc Lasry is the Managing Member of Avenue Asia Capital Management GenPar, LLC.  


Item 8. Identification and Classification of Members of the Group.


Not applicable.


Item 9. Notice of Dissolution of Group.


Not applicable.


Item 10. Certifications.


By signing below, each of the undersigned certifies that, to the best of his or its individual knowledge and belief, the securities referred to above were acquired, and are held, in the ordinary course of business, were not acquired, and are not held, for the purpose, or with the effect, of changing or influencing the control of the issuer of the securities, and were not acquired, and are not held, by the undersigned in connection with, or as a participant in, any transaction having such purpose or effect.




SIGNATURE


After reasonable inquiry and to the best of the knowledge and belief of the undersigned, each of the undersigned certifies that the information set forth in this statement with respect to such entity or individual is true, complete and correct.

Dated:  February 14, 2011


 

GL ASIA MAURITIUS II CAYMAN LIMITED

 

By: /s/ Stuart Sarnoff

Name: Stuart Sarnoff

Title: Director


GL ASIA MAURITIUS II, LLC

 

By: /s/ Sonia Gardner

Name: Sonia Gardner

Title: Manager



AVENUE ASIA SPECIAL SITUATIONS FUND IV, L.P.

 

By: Avenue Asia Capital Partners IV, Ltd.

its General Partner

 

By: Avenue Asia Capital Partners IV, LLC,

its sole shareholder


By: GL Asia Partners IV, LLC,

its Managing Member

 

By: /s/ Eric Ross

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry, Managing Member

 

 

 

AVENUE ASIA CAPITAL PARTNERS IV, LTD.

 

By: Avenue Asia Capital Partners IV, LLC,

its sole shareholder


By: GL Asia Partners IV, LLC,

its Managing Member

 

By: /s/ Eric Ross  

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry, Managing Member

 

AVENUE ASIA CAPITAL PARTNERS IV, LLC,


By: GL Asia Partners IV, LLC,

its Managing Member

 

By: /s/ Eric Ross  

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry, Managing Member


 

 

GL ASIA PARTNERS IV, LLC

 

By: /s/ Eric Ross

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry, Managing Member

 

 

 

AVENUE ASIA CAPITAL MANAGEMENT, L.P.


By: Avenue Asia Capital Management GenPar, LLC,

its General Partner

 

By: /s/ Eric Ross 

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry, Managing Member

 

 

 

AVENUE ASIA CAPITAL MANAGEMENT GENPAR, LLC

 

By: /s/ Eric Ross  

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry, Managing Member

 

 

 

MARC LASRY

 

By: /s/ Eric Ross

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry

 



INDEX TO EXHIBITS

Exhibit 99.1

Agreement of Reporting Persons

Exhibit 24

Power of Attorney of Marc Lasry, dated February 11, 2010.





Exhibit 99.1

Agreement of Reporting Persons

Each of the undersigned hereby agree to file jointly this Schedule to which this Agreement is attached and any amendments thereto which may be deemed necessary, pursuant to Regulation 13D-G under the Securities Exchange Act of 1934.

It is understood and agreed that each of the parties hereto is responsible for the timely filing of this Schedule and any amendments thereto, and for the completeness and accuracy of the information concerning such party contained therein, but such party is not responsible for the completeness and accuracy of information concerning any other party unless such party knows or has reason to believe such information is inaccurate.

It is understood and agreed that a copy of this Agreement shall be attached as an exhibit to this Schedule, and any amendments thereto, filed on behalf of each of the parties hereto.

Dated:  February 14, 2011


 

GL ASIA MAURITIUS II CAYMAN LIMITED

 

By: /s/ Stuart Sarnoff

Name: Stuart Sarnoff

Title: Director


GL ASIA MAURITIUS II, LLC

 

By: /s/ Sonia Gardner

Name: Sonia Gardner

Title: Manager



AVENUE ASIA SPECIAL SITUATIONS FUND IV, L.P.

 

By: Avenue Asia Capital Partners IV, Ltd.

its General Partner

 

By: Avenue Asia Capital Partners IV, LLC,

its sole shareholder


By: GL Asia Partners IV, LLC,

its Managing Member

 

By: /s/ Eric Ross

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry, Managing Member

 

 






 

AVENUE ASIA CAPITAL PARTNERS IV, LTD.

 

By: Avenue Asia Capital Partners IV, LLC,

its sole shareholder


By: GL Asia Partners IV, LLC,

its Managing Member

 

By: /s/ Eric Ross  

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry, Managing Member

 

 

AVENUE ASIA CAPITAL PARTNERS IV, LLC,


By: GL Asia Partners IV, LLC,

its Managing Member

 

By: /s/ Eric Ross  

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry, Managing Member


 

 

GL ASIA PARTNERS IV, LLC

 

By: /s/ Eric Ross

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry, Managing Member

 

 

 

AVENUE ASIA CAPITAL MANAGEMENT, L.P.


By: Avenue Asia Capital Management GenPar, LLC,

its General Partner

 

By: /s/ Eric Ross 

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry, Managing Member

 

 

 

AVENUE ASIA CAPITAL MANAGEMENT GENPAR, LLC

 

By: /s/ Eric Ross  

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry, Managing Member

 

  

MARC LASRY

 

By: /s/ Eric Ross

Name: Eric Ross

Title: Attorney-in-Fact for Marc Lasry

 



Exhibit 24

POWER OF ATTORNEY

This Power of Attorney is being granted in connection with executing regulatory filings and related documents.

Marc Lasry hereby constitutes and appoints Eric Ross, Chief Compliance Officer, irrevocably as her true and lawful agent and attorney-in-fact (the “ Attorney ”), in her name, place and stead, to execute regulatory or related documents on her behalf.

The foregoing power of attorney is coupled with an interest, shall be irrevocable and shall survive the incapacity or bankruptcy of Marc Lasry.

This Power of Attorney shall not revoke any power of attorney that has been previously granted by Marc Lasry to any other person.

For clarity, this Power of Attorney shall not be deemed to be revoked by any power of attorney that may be granted by Marc Lasry to any other person after the date hereof, unless any such subsequent power of attorney specifically refers to this Power of Attorney by the date of execution of this Power of Attorney by Marc Lasry.

Marc Lasry shall be fully responsible for any act done by Eric Ross by virtue hereof as if it had been done by Marc Lasry, herself.

This Power of Attorney will be in full force and effect until (i) such Power of Attorney is terminated by Marc Lasry or (ii) Eric Ross is no longer an employee of Avenue Capital Management II, L.P. or its affiliates.

This Power of Attorney shall be governed by the State of New York

CAUTION TO THE PRINCIPAL: Your Power of Attorney is an important document. As the “principal,” you give the person whom you choose (your “agent”) authority to spend your money and sell or dispose of your property during your lifetime without telling you. You do not lose your authority to act even though you have given your agent similar authority.

When your agent exercises this authority, he or she must act according to any instructions you have provided or, where there are no specific instructions, in your best interest. “Important Information for the Agent” at the end of this document describes your agent’s responsibilities.

Your agent can act on your behalf only after signing the Power of Attorney before a notary public.

You can request information from your agent at any time. If you are revoking a prior Power of Attorney by executing this Power of Attorney, you should provide written notice of the revocation to your prior agent(s) and to the financial institutions where your accounts are located.

You can revoke or terminate your Power of Attorney at any time for any reason as long as you are of sound mind. If you are no longer of sound mind, a court can remove an agent for acting improperly.








P-1 




Your agent cannot make health care decisions for you. You may execute a “Health Care Proxy” to do this.

The law governing Powers of Attorney is contained in the New York General Obligations Law, Article 5, Title 15. This law is available at a law library, or online through the New York State Senate or Assembly websites, www.senate.state.ny.us or www.assembly.state.ny.us.

If there is anything about this document that you do not understand, you should ask a lawyer of your own choosing to explain it to you.

[remainder of page left intentionally blank]










































P-2




IN WITNESS WHEREOF, Marc Lasry has executed this Power of Attorney as of February 11, 2010.


Signed:

Marc Lasry

By:

Marc Lasry, in his individual capacity



STATE OF NEW YORK:

)

)ss:

COUNTY OF NEW YORK:

)


On the 11th day of February, in the year 2010, before me, the undersigned, a Notary Public in and for said state, personally appeared Marc Lasry, personally known to me or proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her capacity, and that by his/her signature on the instrument, the person or the entity upon behalf of which the person acted, executed the instrument.


/s/Joel Cassagnol

Notary Public


 

 

 

 

 

JOEL CASSAGNOL

 

 

NOTARY PUBLIC, STATE OF NEW YORK

 

 

NO. 02CA6142650

 

 

QUALIFIED IN NASSAU COUNTY

 

 

CERTIFICATE FILED IN NEW YORK COUNTY

 

 

COMMISSION EXPIRES MARCH 20, 2010
























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IMPORTANT INFORMATION FOR THE AGENT:

When you accept the authority granted under this Power of Attorney, a special legal relationship is created between you and the principal. This relationship imposes on you legal responsibilities that continue until you resign or the Power of Attorney is terminated or revoked. You must:

(1) act according to any instructions from the principal, or, where there are no instructions, in the principal’s best interest;

(2) avoid conflicts that would impair your ability to act in the principal’s best interest;

(3) keep the principal’s property separate and distinct from any assets you own or control, unless otherwise permitted by law;

(4) keep a record or all receipts, payments, and transactions conducted for the principal; and

(5) disclose your identity as an agent whenever you act for the principal by writing or printing the principal’s name and signing your own name as “agent” in either of the following manner: (Principal’s Name) by (Your Signature) as Agent, or (your signature) as Agent for (Principal’s Name).

You may not use the principal’s assets to benefit yourself or give major gifts to yourself or anyone else unless the principal has specifically granted you that authority in this Power of Attorney or in a Statutory Major Gifts Rider attached to this Power of Attorney. If you have that authority, you must act according to any instructions of the principal or, where there are no such instructions, in the principal’s best interest. You may resign by giving written notice to the principal and to any co-agent, successor agent, monitor if one has been named in this document, or the principal’s guardian if one has been appointed. If there is anything about this document or your responsibilities that you do not understand, you should seek legal advice.

Liability of agent:

The meaning of the authority given to you is defined in New York’s General Obligations Law, Article 5, Title 15. If it is found that you have violated the law or acted outside the authority granted to you in the Power of Attorney, you may be liable under the law for your violation.

 





















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Eric Ross has read the foregoing Power of Attorney and acknowledges his legal responsibilities with respect thereto.

IN WITNESS WHEREOF, the Eric Ross has executed this Power of Attorney as of February 11, 2010.

 

 

 

 

 

 

 

 

 

Signed:

 

Eric Ross

 

 

 

 

By:

 

Eric Ross

 

 

 

 

Title:

 

Chief Compliance Officer

 

 


 

 

 

STATE OF NEW YORK

 

 )

 

 

 

 

 

 ) ss.:

 

 

 

COUNTY OF NEW YORK

 

 )

On the 11th day of February, in the year 2010, before me, the undersigned, a Notary Public in and for said state, personally appeared Eric Ross, personally known to me or proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her capacity, and that by his/her signature on the instrument, the person or the entity upon behalf of which the person acted, executed the instrument.

 

 

 

 

 

 

  

/s/ Joel Cassagnol

 

 

 

Notary Public 

 


 

 

 

 

 

JOEL CASSAGNOL

 NOTARY PUBLIC, STATE OF NEW YORK

 

 

NO. 02CA6142650

 

 

QUALIFIED IN NASSAU COUNTY

 

 

CERTIFICATE FILED IN NEW YORK COUNTY

 

 

COMMISSION EXPIRES MARCH 20, 2010

 
















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