UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
o Rule 13d-1(c)
þ Rule 13d-1(d)
* 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 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. |
G2352K 108 |
1 | NAMES OF REPORTING PERSONS CDH Inservice Limited |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
British Virgin Islands | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 163,233,0601 ordinary shares. Each of CDH China Growth Capital Fund II, L.P. and CDH China Growth Capital Holdings Company Limited may also be deemed to have sole voting power with respect to such shares. | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 0 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 163,233,0601 ordinary shares. Each of CDH China Growth Capital Fund II, L.P. and CDH China Growth Capital Holdings Company Limited may also be deemed to have sole dispositive power with respect to such shares. | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
0 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
163,233,060 ordinary shares | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
17.9% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
CO |
Page 2 of 8 Pages
CUSIP No. |
G2352K 108 |
1 | NAMES OF REPORTING PERSONS CDH China Growth Capital Fund II, L.P. |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Cayman Islands | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 163,233,0602 ordinary shares. Each of CDH Inservice Limited and CDH China Growth Capital Holdings Company Limited may also be deemed to have sole voting power with respect to such shares. | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 0 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 163,233,0602 ordinary shares. Each of CDH Inservice Limited and CDH China Growth Capital Holdings Company Limited may also be deemed to have sole dispositive power with respect to such shares. | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
0 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
163,233,060 ordinary shares | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
17.9% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
PN |
Page 3 of 8 Pages
CUSIP No. |
G2352K 108 |
1 | NAMES OF REPORTING PERSONS CDH China Growth Capital Holdings Company Limited |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Cayman Islands | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 163,233,0603 ordinary shares. Each of CDH China Growth Capital Fund II, L.P. and CDH Inservice Limited may also be deemed to have sole voting power with respect to such shares. | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 0 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 163,233,0603 ordinary shares. Each of CDH China Growth Capital Fund II, L.P. and CDH Inservice Limited may also be deemed to have sole dispositive power with respect to such shares. | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
0 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
163,233,060 ordinary shares | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
17.9% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
CO |
Page 4 of 8 Pages
CUSIP No. |
G2352K 108 |
Item 1(a). | Name of Issuer: CNinsure Inc. |
Item 1(b). | Address of Issuers Principal Executive Offices: 9/F, Yinhai Building No. 299 Yanjiang Zhong Road Guangzhou, Guangdong 510110 Peoples Republic of China |
Item 2(a). | Name of Person Filing: CDH Inservice Limited CDH China Growth Capital Fund II, L.P. CDH China Growth Capital Holdings Company Limited |
Item 2(b). | Address of Principal Business Office or, if None, Residence: For all reporting persons herein: c/o CDH Investment Advisory Private Limited One Temasek Avenue #18-02, Millenia Tower Singapore 039192 |
Item 2(c). | Citizenship: CDH Inservice Limited British Virgin Islands CDH China Growth Capital Fund II, L.P. Cayman Islands CDH China Growth Capital Holdings Company Limited Cayman Islands |
Item 2(d). | Title of Class of Securities: Ordinary Shares |
Item 2(e). | CUSIP Number: G2352K 108 |
Item 3. | Not Applicable |
Page 5 of 8 Pages
CUSIP No. |
G2352K 108 |
Item 4. | Ownership: |
The following information with respect to the ownership of the ordinary shares of the issuer by each of the reporting persons is provided as of December 31, 2009: |
Sole power to | Shared power to | |||||||||||||||||||||||
Shared power to | dispose or to | dispose or to | ||||||||||||||||||||||
Amount beneficially | Sole power to vote | vote or to direct | direct the | direct the | ||||||||||||||||||||
Reporting Person | owned: | Percent of class: | or direct the vote: | the vote: | disposition of: | disposition of: | ||||||||||||||||||
CDH Inservice
Limited |
163,233,060 | 17.9 | % | 163,233,060 | 0 | 163,233,060 | 0 | |||||||||||||||||
CDH China Growth
Capital Fund II,
L.P. |
163,233,060 | 17.9 | % | 163,233,060 | 0 | 163,233,060 | 0 | |||||||||||||||||
CDH China Growth
Capital Holdings
Company Limited |
163,233,060 | 17.9 | % | 163,233,060 | 0 | 163,233,060 | 0 |
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 |
Page 6 of 8 Pages
CUSIP No. |
G2352K 108 |
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding Company: 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. | Certification: Not applicable |
Page 7 of 8 Pages
CUSIP No. |
G2352K 108 |
CDH Inservice Limited | By: | /s/ Wu Shangzhi | ||
Name: | Wu Shangzhi | |||
Title: | Director | |||
CDH China Growth Capital Fund II, L.P. | By: CDH China Growth Capital Holdings Company Limited, its General Partner |
|||
By: | /s/ Wu Shangzhi | |||
Name: | Wu Shangzhi | |||
Title: | Director | |||
CDH China Growth Capital Holdings Company Limited | By: | /s/ Wu Shangzhi | ||
Name: | Wu Shangzhi | |||
Title: | Director |
Page 8 of 8 Pages
Exhibit No. | Description | |
A
|
Joint Filing Agreement |
CDH Inservice Limited | By: | /s/ Wu Shangzhi | ||
Name: | Wu Shangzhi | |||
Title: | Director | |||
CDH China Growth Capital Fund II, L.P. | By: CDH China Growth Capital Holdings Company Limited, its General Partner |
|||
By: | /s/ Wu Shangzhi | |||
Name: | Wu Shangzhi | |||
Title: | Director | |||
CDH China Growth Capital Holdings Company Limited | By: | /s/ Wu Shangzhi | ||
Name: | Wu Shangzhi | |||
Title: | Director | |||