UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-1)
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
ISOFTSTONE HOLDINGS LIMITED
(Name of Issuer)
Ordinary Shares, par value $0.0001
(Title of Class of Securities)
46489B108**
(CUSIP Number)
Ip Kun Wan, Kiril
46/F, Far East Finance Centre
16 Harcourt Road, Hong Kong
Tel: +852 2528 9882
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
August 29, 2014
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. ¨
Note: Schedules filed in paper format shall include a signed original and five copies of the Schedule, including all exhibits. See Section 240.13d-7 for other parties to whom copies are to be sent.
* | 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. |
** | This CUSIP number applies to the American Depositary Shares, evidenced by American Depositary Receipts, each representing ten ordinary shares, par value $0.0001 per share. No CUSIP has been assigned to the ordinary 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).
SCHEDULE 13D
CUSIP No 46489B108 | Page 2 |
1 | Name of reporting persons
CHINA EVERBRIGHT LIMITED | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
WC, OO | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
HONG KONG | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
OO See Item 3 |
SCHEDULE 13D
CUSIP No 46489B108 | Page 3 |
1 | Name of reporting persons
CHINA EVERBRIGHT INVESTMENT MANAGEMENT LIMITED | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
OO | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
HONG KONG | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
OO, IA See Item 3 |
SCHEDULE 13D
CUSIP No 46489B108 | Page 4 |
1 | Name of reporting persons
WINDSOR VENTURE LIMITED | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
OO | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
BRITISH VIRGIN ISLANDS | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
OO See Item 3 |
SCHEDULE 13D
CUSIP No 46489B108 | Page 5 |
1 | Name of reporting persons
FOREBRIGHT PARTNERS LIMITED | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
OO | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
BRITISH VIRGIN ISLANDS | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
OO See Item 3 |
SCHEDULE 13D
CUSIP No 46489B108 | Page 6 |
1 | Name of reporting persons
CSOF III GP LIMITED | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
OO | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
CAYMAN ISLANDS | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
OO See Item 3 |
SCHEDULE 13D
CUSIP No 46489B108 | Page 7 |
1 | Name of reporting persons
FOREBRIGHT ADVISORS LIMITED | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
OO | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
BRITISH VIRGIN ISLANDS | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
OO, IA See Item 3 |
SCHEDULE 13D
CUSIP No 46489B108 | Page 8 |
1 | Name of reporting persons
CHINA SPECIAL OPPORTUNITIES FUND III, L.P. | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
OO | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
CAYMAN ISLANDS | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
PN See Item 3 |
SCHEDULE 13D
CUSIP No 46489B108 | Page 9 |
1 | Name of reporting persons
ACCURATE GLOBAL LIMITED | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
AF | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
BRITISH VIRGIN ISLANDS | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
OO See Item 3 |
SCHEDULE 13D
CUSIP No 46489B108 | Page 10 |
1 | Name of reporting persons
ADVANCED ORIENT LIMITED | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
AF | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
BRITISH VIRGIN ISLANDS | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
OO See Item 3 |
SCHEDULE 13D
CUSIP No 46489B108 | Page 11 |
1 | Name of reporting persons
CHINA EVERBRIGHT GP LIMITED | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
OO | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
CAYMAN ISLANDS | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
OO See Item 3 |
SCHEDULE 13D
CUSIP No 46489B108 | Page 12 |
1 | Name of reporting persons
CHINA FOREBRIGHT INVESTMENT MANAGEMENT LIMITED | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
OO | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
HONG KONG | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
OO, IA See Item 3 |
SCHEDULE 13D
CUSIP No 46489B108 | Page 13 |
1 | Name of reporting persons
CHINA SPECIAL OPPORTUNITIES FUND, L.P. | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
OO | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
CAYMAN ISLANDS | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
PN See Item 3 |
SCHEDULE 13D
CUSIP No 46489B108 | Page 14 |
1 | Name of reporting persons
CSOF TECHNOLOGY INVESTMENTS LIMITED | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
AF | |||||
5 | Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
BRITISH VIRGIN ISLANDS | |||||
Number of shares beneficially owned by each reporting person with
|
7 | Sole voting power
0 | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
0 | |||||
10 | Shared dispositive power
0 | |||||
11 |
Aggregate amount beneficially owned by each reporting person
0 | |||||
12 | Check box if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row (11)
0 | |||||
14 | Type of reporting person (see instructions)
OO See Item 3 |
This Amendment No. 5 (this Amendment) amends and supplements the Schedule 13D (the Original Schedule 13D) filed by the Reporting Persons with the Securities and Exchange Commission (the SEC) on June 17, 2013 with respect to iSoftStone Holdings Limited, as previously amended by Amendment No. 1 (the Amendment No. 1) filed on July 26, 2013, Amendment No. 2 (the Amendment No. 2) filed on November 4, 2013, Amendment No.3 (the Amendment No. 3) filed on March 3, 2014 and Amendment No.4 (the Amendment No.4) filed on April 21, 2014.
Item 2. | Identity and Background |
Item 2 is hereby amended as follows:
The sentence in the second paragraph under Item 2 of the Original Schedule 13D Forebright Partners is wholly owned by employees of CEL who as a team make investment recommendations to the investment committee that makes investment decisions for CSOF III and Windsor is replaced with Forebright Partners is owned by 10 individuals that are members of the investment team of CSOF III.
Schedule A is amended and restated in its entirety as attached hereto.
Item 4. | Purpose of Transaction. |
Item 4 is hereby amended and supplemented as follows:
On August 25, 2014, at 10:00 a.m. (Hong Kong time), an extraordinary general meeting of the shareholders of the Issuer was held at 26th Floor, Gloucester Tower, The Landmark, 15 Queens Road Central, Hong Kong. At the extraordinary general meeting, the shareholders of the Issuer voted in person or by proxy to authorize and approve the Merger Agreement, the plan of merger for the purposes of the Merger (plan of merger) and the transactions contemplated thereby, including the Merger.
On August 29, 2014, the Issuer and Merger Sub filed the plan of merger with the Cayman Islands Registrar of Companies, which was registered by the Cayman Islands Registrar of Companies as of August 29, 2014, pursuant to which the Merger became effective on August 29, 2014. As a result of the Merger, the Issuer ceased to be a publicly traded company and became wholly owned by Parent.
At the effective time of the Merger, each Ordinary Share (including Ordinary Shares represented by ADSs) that was issued and outstanding immediately prior to the effective time of the Merger (other than Excluded Shares) was cancelled and ceased to exist, in exchange for the right to receive $0.57 in cash without interest. Each Excluded Share (including Excluded Shares represented by ADSs) that was issued and outstanding immediately prior to the effective time (other than dissenting shares) was cancelled and ceased to exist without any conversion or consideration. Each dissenting share that was issued and outstanding immediately prior to the effective time was cancelled and ceased to exist, in consideration for the right to receive the fair value of such dissenting share as determined in accordance with applicable law of the Cayman Islands.
Page 15
As a result of the Merger, all of the Ordinary Shares beneficially owned by the Reporting Persons prior to the effective time of the Merger were cancelled and the Reporting Persons no longer beneficially own any Ordinary Share of the Issuer.
Following the Merger, the ADSs of the Issuer will no longer be listed on any securities exchange or quotation system, including the New York Stock Exchange. In addition, 90 days after the filing of Form 15 in connection with the completion of the transaction, or such shorter period as may be determined by the SEC, the registration of the ADSs and the underlying Ordinary Shares under the Exchange Act will be terminated.
Item 5. | Interest in Securities of the Issuer. |
Item 5 is hereby amended and restated in its entirety as follows:
(a) (b) |
As a result of the Merger, all of the Ordinary Shares beneficially owned by the Reporting Persons prior to the effective time of the Merger were cancelled and the Reporting Persons no longer beneficially own any Ordinary Share. | |
(c) |
Except for the transactions described in Item 4, none of the Reporting Persons has effected any transactions in the Ordinary Shares during the past 60 days. | |
(d) |
Not applicable. | |
(e) |
August 29, 2014. |
Page 16
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
CHINA EVERBRIGHT LIMITED
The name, title, present principal employment, business address and citizenship of each director and executive officer of CEL are set forth below.
Name |
Title |
Present Principal Employment |
Business Address |
Citizenship | ||||
Tang Shuangning | Executive Director | Chairman of the Board of Directors of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | Peoples Republic of China | ||||
Liu Jun | Executive Director | Deputy Chairman of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | Peoples Republic of China | ||||
Chen Shuang | Executive Director | Chief Executive Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | Peoples Republic of China | ||||
Tang Chi Chun | Executive Director | Chief Financial Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | British | ||||
Jiang Yuanzhi | Executive Director | Chief Investment Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | Peoples Republic of China | ||||
Wang Weimin | Non-executive Director | Vice President of Everbright Securities Company Limited* | 1508 XinZha Road, Jingan District, Shanghai, 200040, the Peoples Republic of China | Peoples Republic of China | ||||
Seto Gin Chung, John | Independent Non-executive Director | Director of Pacific Eagle Asset Management Limited** | 21/F., AON China Building, 29 Queens Road, Central, Hong Kong | Peoples Republic of China | ||||
Lin Zhijun | Independent Non-executive Director | Professor and Head of the Department of Accountancy and Law in Hong Kong Baptist University*** | 6/F., Wing Lung Bank Building, 34 Renfrew Road, Kowloon Tong, Kowloon, Hong Kong | Canada | ||||
Chung Shui Ming, Timpson | Independent Non-executive Director | Independent Non-executive Director of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | Peoples Republic of China |
Page 17
* | Everbright Securities Company Limited is a securities firm with its business address at 1508 Xin Zha Road, Jingan District, Shanghai, 200040, the Peoples Republic of China. |
** | Pacific Eagle Asset Management Limited is an asset management company with its business address at 21/F., AON China Building, 29 Queens Road, Central, Hong Kong. |
*** | Hong Kong Baptist University is a publicly funded tertiary institution in Hong Kong. |
Page 18
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
CHINA EVERBRIGHT INVESTMENT MANAGEMENT LIMITED
The name, title, present principal employment, business address and citizenship of each director and executive officer of CEIM are set forth below. As of the date of this Amendment, CEIM has no executive officer.
Name |
Title |
Present Principal Employment |
Business Address |
Citizenship | ||||
Tang Chi Chun | Director | Chief Financial Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | United Kingdom | ||||
Chen Shuang | Director | Chief Executive Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | Peoples Republic of China | ||||
Tsang Sui Cheong, Frederick | Director | Chief Risk Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | Peoples Republic of China |
Page 19
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
WINDSOR VENTURE LIMITED
The name, title, present principal employment, business address and citizenship of each director of Windsor are set forth below. As of the date of this Amendment, Windsor has no executive officer.
Name |
Title |
Present Principal Employment |
Business Address |
Citizenship | ||||
Chen Shuang | Director | Chief Executive Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | Peoples Republic of China | ||||
Tang Chi Chun | Director | Chief Financial Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | United Kingdom |
Page 20
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
FOREBRIGHT PARTNERS LIMITED
The name, title, present principal employment, business address and citizenship of each director of Forebright Partners are set forth below. As of the date of this Amendment, Forebright Partners has no executive officer.
Name |
Title |
Present Principal Employment |
Business Address |
Citizenship | ||||
He Ling | Director | Chairman of Forebright Capital Management Limited (FCML)* | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Peoples Republic of China | ||||
Ip Kun Wan | Director | Chief Operating Officer of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Australia | ||||
Liu Cheng | Director | Chief Executive Officer of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Peoples Republic of China |
* | FCML is a company incorporated under the laws of Hong Kong. Its business address is Unit 503, 5/F., Tower 3 Lippo Centre, 89 Queensway, Admiralty, Hong Kong. The principal business of FCML is providing investment advisory services. |
Page 21
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
CSOF III GP LIMITED
The name, title, present principal employment, business address and citizenship of each director of CSOF III GP are set forth below. As of the date of this Amendment, CSOF III GP has no executive officer.
Name |
Title |
Present Principal Employment |
Business Address |
Citizenship | ||||
He Ling | Director | Chairman of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Peoples Republic of China | ||||
Pearce James Griffith | Director | Employee of HF Fund Services Limited* | 45 Market Street, Gardenia Court, Camana Bay, P.O. Box 242 Grand Cayman, KY1-1104 Cayman Islands | Ireland | ||||
Ip Kun Wan | Director | Chief Executive Officer of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Australia |
* | HF Fund Services Limited is a Cayman Islands-based company licensed in the Cayman Islands to provide independent directors to alternative investment funds and investment management companies, with its business address at 45 Market Street, Gardenia Court, Camana Bay, P.O. Box 242 Grand Cayman, KY1-1104 Cayman Islands. |
Page 22
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
FOREBRIGHT ADVISORS LIMITED
The name, title, present principal employment, business address and citizenship of each director of Forebright Advisors are set forth below. As of the date of this Amendment, Forebright Advisors has no executive officer.
Name |
Title |
Present Principal Employment |
Business Address |
Citizenship | ||||
Lu Feng | Director | Investment Director of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Peoples Republic of China | ||||
Liu Cheng | Director | Chief Executive Officer of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Peoples Republic of China | ||||
Ip Kun Wan | Director | Chief Operating Officer of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Australia |
Page 23
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
CHINA SPECIAL OPPORTUNITIES FUND III, L.P.
As of the date of this Amendment, CSOF III has no executive officer or director.
Page 24
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
ACCURATE GLOBAL LIMITED
The name, title, present principal employment, business address and citizenship of each director of Accurate Global are set forth below. As of the date of this Amendment, Accurate Global has no executive officer.
Name |
Title |
Present Principal Employment |
Business Address |
Citizenship | ||||
Liu Cheng | Director | Chief Executive Officer of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Peoples Republic of China | ||||
Ip Kun Wan | Director | Chief Operating Officer of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Australia |
Page 25
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
ADVANCED ORIENT LIMITED
The name, title, present principal employment, business address and citizenship of each director of Advanced Orient are set forth below. As of the date of this Amendment, Advanced Orient has no executive officer.
Name |
Title |
Present Principal Employment |
Business Address |
Citizenship | ||||
Chen Shuang | Director | Chief Executive Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | Peoples Republic of China | ||||
Tang Chi Chun | Director | Chief Financial Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | United Kingdom | ||||
Tsang Sui Cheong, Frederick | Director | Chief Risk Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | Peoples Republic of China |
Page 26
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
CHINA EVERBRIGHT GP LIMITED
The name, title, present principal employment, business address and citizenship of each director of CE GP are set forth below. As of the date of this Amendment, CE GP has no executive officer.
Name |
Title |
Present Principal Employment |
Business Address |
Citizenship | ||||
Chen Shuang | Director | Chief Executive Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | Peoples Republic of China | ||||
Tang Chi Chun | Director | Chief Financial Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | United Kingdom | ||||
Tsang Sui Cheong, Frederick | Director | Chief Risk Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | Peoples Republic of China |
Page 27
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
CHINA FOREBRIGHT INVESTMENT MANAGEMENT LIMITED
The name, title, present principal employment, business address and citizenship of each director of CFIM are set forth below. As of the date of this Amendment, CFIM has no executive officer.
Name |
Title |
Present Principal Employment |
Business Address |
Citizenship | ||||
Liu Cheng | Director | Chief Executive Officer of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Peoples Republic of China | ||||
Ip Kun Wan | Director | Chief Operating Officer of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Australia | ||||
He Ling | Director | Chairman of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Peoples Republic of China |
Page 28
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
CHINA SPECIAL OPPORTUNITIES FUND, L.P.
As of the date of this Amendment, CSOF has no executive officer or director.
Page 29
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
OF
CSOF TECHNOLOGY INVESTMENTS LIMITED
The name, title, present principal employment, business address and citizenship of each director of CSOF Technology Investments are set forth below. As of the date of this Amendment, CSOF Technology Investments has no executive officer.
Name |
Title |
Present Principal Employment |
Business Address |
Citizenship | ||||
Ip Kun Wan | Director | Chief Operating Officer of FCML | Unit 503, 5/F., Tower 2 Lippo Centre, 89 Queensway, Admiralty, Hong Kong | Australia | ||||
Tang Chi Chun | Director | Chief Financial Officer of CEL | 46th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong | United Kingdom |
Page 30
SIGNATURES
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: August 29, 2014
China Everbright Limited | ||||
By: | /s/ Tang Chi Chun | |||
Name: | Tang Chi Chun | |||
Title: | Authorized Signatory | |||
China Everbright Investment Management Limited | ||||
By: | /s/ Tang Chi Chun | |||
Name: | Tang Chi Chun | |||
Title: | Authorized Signatory | |||
Windsor Venture Limited | ||||
By: | /s/ Tang Chi Chun | |||
Name: | Tang Chi Chun | |||
Title: | Authorized Signatory | |||
Forebright Partners Limited | ||||
By: | /s/ Ip Kun Wan | |||
Name: | Ip Kun Wan | |||
Title: | Authorized Signatory |
Signature page
CSOF III GP Limited | ||||
By: | /s/ Ip Kun Wan | |||
Name: | Ip Kun Wan | |||
Title: | Authorized Signatory | |||
Forebright Advisors Limited | ||||
By: | /s/ Ip Kun Wan | |||
Name: | Ip Kun Wan | |||
Title: | Authorized Signatory | |||
China Special Opportunities Fund III, L.P. | ||||
By CSOF III GP Limited, its general partner | ||||
By: | /s/ Ip Kun Wan | |||
Name: | Ip Kun Wan | |||
Title: | Authorized Signatory | |||
Accurate Global Limited | ||||
By: | /s/ Ip Kun Wan | |||
Name: | Ip Kun Wan | |||
Title: | Authorized Signatory | |||
Advanced Orient Limited | ||||
By: | /s/ Tang Chi Chun | |||
Name: | Tang Chi Chun | |||
Title: | Authorized Signatory |
Signature page
China Everbright GP Limited | ||||
By: | /s/ Tang Chi Chun | |||
Name: | Tang Chi Chun | |||
Title: | Authorized Signatory | |||
China Forebright Investment Management Limited | ||||
By: | /s/ Ip Kun Wan | |||
Name: | Ip Kun Wan | |||
Title: | Authorized Signatory | |||
China Special Opportunities Fund, L.P. | ||||
By China Everbright GP Limited, its general partner | ||||
By: | /s/ Tang Chi Chun | |||
Name: | Tang Chi Chun | |||
Title: | Authorized Signatory | |||
CSOF Technology Investments Limited | ||||
By: | /s/ Ip Kun Wan | |||
Name: | Ip Kun Wan | |||
Title: | Authorized Signatory |
Signature page