Vimicro International Corp - Amended Statement of Ownership (SC 13G/A)
17 9월 2008 - 6:26AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. 2)*
VIMICRO
INTERNATIONAL CORPORATION
(Name of
Issuer)
Ordinary
Shares
(Title of
Class of Securities)
December 31,
2007
(Date of
Event Which Requires Filing of this Statement)
Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
*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. This Amendment No. 2
to Schedule 13G is deemed to amend the Amendment No. 1 to
Schedule 13G filed with the Securities and Exchange Commission on
February 13, 2007.
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
(the “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. G9366M103
|
SCHEDULE
13G
|
Page 2
of 7 Pages
|
|
|
|
|
|
|
|
1
|
NAME OF
REPORTING
PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
The
Golden Hill International Trust
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
|
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
0
|
|
6
|
SHARED
VOTING POWER
|
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
8
|
SHARED
DISPOSITIVE POWER
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.4%
|
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
|
CUSIP
No. G9366M103
|
SCHEDULE
13G
|
Page 3
of 7 Pages
|
|
|
|
|
|
|
|
1
|
NAME OF
REPORTING
PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
HSBC
International Trustee Limited (as trustee for the trusts which ultimately
own ordinary shares of the Issuer)
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
x
(b)
o
|
|
|
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
0
|
|
6
|
SHARED
VOTING POWER
|
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
8
|
SHARED
DISPOSITIVE POWER
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
|
o
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11.4%
|
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
CO
|
Item
1.
Vimicro
International Corporation (the “Issuer”).
|
(b)
|
Address
of Issuer's Principal Executive
Offices.
|
15/F
Shining Tower
No. 35
Xueyuan Road
Haidan
District
Beijing
100083
People’s
Republic of China
|
(a)
|
Name
of Person Filing.
|
The
Golden Hill International Trust (the “Trust”)
HSBC
International Trustee Limited (the “Trustee”) (as trustee for the Trust and
other trusts which ultimately own ordinary shares of the Issuer)
|
(b)
|
Address
of Principal Business Office or, if none,
Residence.
|
The
address of the Trust is:
Strathvale
House,
2
nd
Floor
North
Church Street
George
Town, Grand Cayman
Cayman
Islands
The
address of the Trustee is:
21
Collyer Quay #16-01 HSBC Building, Singapore 049320
The place
of organization for the Trustee is the British Virgin Islands. The
Trust is established under the laws of the Cayman Islands.
|
(d)
|
Title
of Class of Securities.
|
Ordinary
Shares.
G9366M103
Provide
the following information regarding the aggregate number and percentage of the
class of securities of the issuer identified in Item 1.
Ownership
by the Trust:
|
(a)
|
Amount Beneficially
Owned:
11,854,490 (of which 15,000 are in the form of
American Depositary Shares)
|
|
(b)
|
Percent
of Class: 8.4%
|
|
(c)
|
Number
of shares as to which the person
has:
|
|
|
(i)
|
sole
power to vote or to direct the
vote: 0.
|
|
|
(ii)
|
shared
power to vote or to direct the vote:
11,854,490
.
|
|
|
(iii)
|
sole
power to dispose or to direct the disposition
of: 0.
|
|
|
(iv)
|
shared
power to dispose or to direct the disposition of:
11,854,490
.
|
Ownership
by the Trustee:
|
(d)
|
Amount Beneficially
Owned:
16,371,728
(of which 577,238
are in the form of American Depositary Shares, and including 400,000
restricted shares that are subject to the Issuer’s right to repurchase and
restriction on transfer)
|
|
(e)
|
Percent
of Class: 11.4%
|
|
(f)
|
Number
of shares as to which the person
has:
|
|
|
(i)
|
sole
power to vote or to direct the
vote: 0.
|
|
|
(ii)
|
shared
power to vote or to direct the vote:
16,371,728
.
|
|
|
(iii)
|
sole
power to dispose or to direct the disposition
of: 0.
|
|
|
(iv)
|
shared
power to dispose or to direct the disposition of:
16,371,728
.
|
The Trust
and the Trustee may be deemed to be a group as defined in Rule 13d-5(b) under
the Securities and Exchange Act of 1934, and each member of such group may be
deemed to beneficially own all shares of ordinary shares beneficially owned by
the other member constituting such group. However, the Trust
disclaims beneficial ownership of the shares beneficially owned by the Trustee
other than the 11,854,490 ordinary shares.
All
ordinary shares reported herein by the Trustee are beneficially owned by the
Trustee solely in its capacity as trustee of various trusts. Apart
from acting as the trustee for the Trust, the Trustee also acts as the trustee
of several other trusts, which together with the Trust, beneficially own a total
of 16,371,728 ordinary shares of the Issuer. Accordingly, the Trustee
may be deemed to beneficially own all ordinary shares of the Issuer that are
beneficially owned by all the trusts for which the Trustee acts as the
trustee. However, each of the trusts and its wholly-owned subsidiary
that is the record shareholder of the Issuer disclaims any beneficial ownership
of ordinary shares of the Issuer beneficially owned by other trusts and record
shareholders of the Issuer owned by such other trusts.
|
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.
|
Not
applicable.
|
Item
8.
|
Identification
and Classification of Member of the
Group.
|
Not applicable.
|
Item
9.
|
Notice
of Dissolution of Group.
|
Not
applicable.
Not
applicable.
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, the undersigned
certifies that the information set forth in this statement is true, complete and
correct.
Dated: September 16,
2008
|
|
FOR
AND ON BEHALF OF
THE
GOLDEN HILL INTERNATIONAL TRUST
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
By:
|
/s/
Jacqueline Loh
|
|
|
|
|
Name:
|
Jacqueline
Loh
|
|
|
|
|
Title:
|
Authorized
Signatory
|
|
|
|
By:
|
/s/
Ivy Choa
|
|
|
|
|
Name:
|
Ivy
Choa
|
|
|
|
|
Title:
|
Authorized
Signatory
|
|
|
|
|
|
|
|
|
|
HSBC
INTERNATIONAL TRUSTEE LIMITED,
as Trustee of the Trust and other
trusts which ultimately own the ordinary shares of the
Issuer
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
By:
|
/s/
Jacqueline Loh
|
|
|
|
|
Name:
|
Jacqueline
Loh
|
|
|
|
|
Title:
|
Authorized
Signatory
|
|
|
|
By:
|
/s/
Ivy Choa
|
|
|
|
|
Name:
|
Ivy
Choa
|
|
|
|
|
Title:
|
Authorized
Signatory
|
|
|
|
|
|
|
|
(MM) (NASDAQ:VIMC)
과거 데이터 주식 차트
부터 6월(6) 2024 으로 7월(7) 2024
(MM) (NASDAQ:VIMC)
과거 데이터 주식 차트
부터 7월(7) 2023 으로 7월(7) 2024
