SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
Information to be Included in Statements Filed Pursuant to Rule 13d-1(b), (c) and (d) and
Amendments Thereto Filed Pursuant to Rule 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. )*
CNinsure Inc.
| (Name of Issuer) |
Ordinary Shares
| (Title of Class of Securities) |
G2352K 108
| (CUSIP Number) |
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:
¨ 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. |
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. G2352K 108 | 13G | Page 2 of 11 Pages |
| 1 | Name of Reporting Person
Yinan Hu |
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| 2 | Check the Appropriate Box if A Member of A Group (a) ¨ (b) x |
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| 3 | SEC Use Only
|
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| 4 | Citizenship or Place of Organization
People’s Republic of China |
|
Number of Shares Beneficially Owned by Each Reporting Person With
|
5 Sole Voting Power
0 | |
| 6 Shared Voting Power
375,978,075 ordinary shares | ||
| 7 Sole Dispositive Power
0 | ||
| 8 Shared Dispositive Power
375,978,075 ordinary shares |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
375,978,075 ordinary shares |
|||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
|
¨
| ||
| 11 | Percent of Class Represented By Amount In Row 9
41.2% |
|||
| 12 | Type of Reporting Person
IN |
| CUSIP No. G2352K 108 | 13G | Page 3 of 11 Pages |
| 1 | Name of Reporting Person
China United Financial Services Holdings Limited |
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| 2 | Check the Appropriate Box if A Member of A Group (a) ¨ (b) x |
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| 3 | SEC Use Only
|
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| 4 | Citizenship or Place of Organization
British Virgin Islands |
|
Number of Shares Beneficially Owned by Each Reporting Person With
|
5 Sole Voting Power
208,199,680 ordinary shares | |
| 6 Shared Voting Power
0 | ||
| 7 Sole Dispositive Power
208,199,680 ordinary shares | ||
| 8 Shared Dispositive Power
0 |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
208,199,680 ordinary shares |
|||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
|
¨
| ||
| 11 | Percent of Class Represented By Amount In Row 9
22.8% |
|||
| 12 | Type of Reporting Person
CO |
| CUSIP No. G2352K 108 | 13G | Page 4 of 11 Pages |
| 1 | Name of Reporting Person
CAA Holdings Company Limited |
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| 2 | Check the Appropriate Box if A Member of A Group (a) ¨ (b) x |
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| 3 | SEC Use Only
|
|||
| 4 | Citizenship or Place of Organization
British Virgin Islands |
|
Number of Shares Beneficially Owned by Each Reporting Person With
|
5 Sole Voting Power
0 | |
| 6 Shared Voting Power
208,199,680 ordinary shares | ||
| 7 Sole Dispositive Power
0 | ||
| 8 Shared Dispositive Power
208,199,680 ordinary shares |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
208,199,680 ordinary shares |
|||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
|
¨
| ||
| 11 | Percent of Class Represented By Amount In Row 9
22.8% |
|||
| 12 | Type of Reporting Person
CO |
| CUSIP No. G2352K 108 | 13G | Page 5 of 11 Pages |
| 1 | Name of Reporting Person
Kingsford Resources Limited |
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| 2 | Check the Appropriate Box if A Member of A Group (a) ¨ (b) x |
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| 3 | SEC Use Only
|
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| 4 | Citizenship or Place of Organization
British Virgin Islands |
|
Number of Shares Beneficially Owned by Each Reporting Person With
|
5 Sole Voting Power
167,778,395 ordinary shares | |
| 6 Shared Voting Power
0 | ||
| 7 Sole Dispositive Power
167,778,395 ordinary shares | ||
| 8 Shared Dispositive Power
0 |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
167,778,395 ordinary shares |
|||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
|
¨
| ||
| 11 | Percent of Class Represented By Amount In Row 9
18.4% |
|||
| 12 | Type of Reporting Person
CO |
| CUSIP No. G2352K 108 | 13G | Page 6 of 11 Pages |
| 1 | Name of Reporting Person
High Rank Investments Limited |
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| 2 | Check the Appropriate Box if A Member of A Group (a) ¨ (b) x |
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| 3 | SEC Use Only
|
|||
| 4 | Citizenship or Place of Organization
British Virgin Islands |
|
Number of Shares Beneficially Owned by Each Reporting Person With
|
5 Sole Voting Power
167,778,395 ordinary shares | |
| 6 Shared Voting Power
0 | ||
| 7 Sole Dispositive Power
167,778,395 ordinary shares | ||
| 8 Shared Dispositive Power
0 |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
167,778,395 ordinary shares |
|||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
|
¨
| ||
| 11 | Percent of Class Represented By Amount In Row 9
18.4% |
|||
| 12 | Type of Reporting Person
CO |
| CUSIP No. G2352K 108 | 13G | Page 7 of 11 Pages |
| 1 | Name of Reporting Person
Qiuping Lai |
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| 2 | Check the Appropriate Box if A Member of A Group (a) ¨ (b) x |
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| 3 | SEC Use Only
|
|||
| 4 | Citizenship or Place of Organization
People’s Republic of China |
|
Number of Shares Beneficially Owned by Each Reporting Person With
|
5 Sole Voting Power
0 | |
| 6 Shared Voting Power
167,778,395 ordinary shares | ||
| 7 Sole Dispositive Power
0 | ||
| 8 Shared Dispositive Power
167,778,395 ordinary shares |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
167,778,395 ordinary shares |
|||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
|
¨
| ||
| 11 | Percent of Class Represented By Amount In Row 9
18.4% |
|||
| 12 | Type of Reporting Person
IN |
| CUSIP No. G2352K 108 | 13G | Page 8 of 11 Pages |
| Item 1 | (a). |
Name of Issuer: | ||||||||||
| CNinsure Inc. | ||||||||||||
| Item 1 | (b). |
Address of Issuer’s Principal Executive Offices: | ||||||||||
| 19/F, Yinhai Building No. 299 Yanjiang Zhong Road Guangzhou, Guangdong 510110 People’s Republic of China |
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| Item 2 | (a). |
Name of Person Filing: | ||||||||||
| Yinan Hu China United Financial Services Holdings Limited CAA Holdings Company Limited Kingsford Resources Limited High Rank Investments Limited Qiuping Lai |
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| Item 2 | (b). |
Address of Principal Business Office or, if None, Residence: | ||||||||||
| Yinan Hu China United Financial Services Holdings Limited CAA Holdings Company Limited Kingsford Resources Limited High Rank Investments Limited c/o Yinan Hu CNinsure Inc. 19/F, Yinhai Building No. 299 Yanjiang Zhong Road Guangzhou, Guangdong 510110 People’s Republic of China
Qiuping Lai CNinsure Inc. 19/F, Yinhai Building No. 299 Yanjiang Zhong Road Guangzhou, Guangdong 510110 People’s Republic of China |
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| Item 2 | (c) |
Citizenship: | ||||||||||
| Yinan Hu – People’s Republic of China China United Financial Services Holdings Limited – British Virgin Islands |
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| CUSIP No. G2352K 108 | 13G | Page 9 of 11 Pages |
| CAA Holdings Company Limited – British Virgin Islands Kingsford Resources Limited – British Virgin Islands High Rank Investments Limited – British Virgin Islands Qiuping Lai – People’s Republic of China |
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| Item 2 |
(d). |
Title of Class of Securities: | ||||||||||
| Ordinary Shares | ||||||||||||
| Item 2 |
(e). |
CUSIP Number: | ||||||||||
| G2352K 108 | ||||||||||||
| Item 3. | Not Applicable | |||||||||||
| 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, 2007: | ||||||||||
| 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: | |||||||
| Yinan Hu (1) |
375,978,075 | 41.2 | % | 0 | 375,978,075 | 0 | 375,978,075 | ||||||
| China United Financial Services Holdings Limited (2) |
208,199,680 | 22.8 | % | 208,199,680 | 0 | 208,199,680 | 0 | ||||||
| CAA Holdings Company Limited (3) |
208,199,680 | 22.8 | % | 0 | 208,199,680 | 0 | 208,199,680 | ||||||
| Kingsford Resources Limited (4) |
167,778,395 | 18.4 | % | 167,778,395 | 0 | 167,778,395 | 0 | ||||||
| High Rank Investments Limited (5) |
167,778,395 | 18.4 | % | 167,778,395 | 0 | 167,778,395 | 0 | ||||||
| Qiuping Lai (6) |
167,778,395 | 18.4 | % | 0 | 167,778,395 | 0 | 167,778,395 |
| (1) | The 375,978,075 ordinary shares of the issuer beneficially owned by Yinan Hu consist of (i) 208,199,680 ordinary shares directly held by China United Financial Services Holdings Limited (“CUFS”) and (ii) 167,778,395 ordinary shares directly held by Kingsford Resources Limited (“Kingsford”). Approximately 58.5% of the total outstanding shares of CUFS are held by CAA Holdings Company Limited (“CAA”). Mr. Hu is the sole director and beneficially owns approximately 50.6% of the total outstanding shares of CAA. Approximately 95.1% of the total outstanding shares of Kingsford are |
| CUSIP No. G2352K 108 | 13G | Page 10 of 11 Pages |
held by High Rank Investments Limited (“High Rank”). Mr. Hu holds approximately 76.1% of the total outstanding shares of High Rank. Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended (“Exchange Act”), and the rules promulgated thereunder, Mr. Hu may be deemed to beneficially own all of the ordinary shares held by CUFS and Kingsford. Mr. Hu disclaims beneficial ownership of all of the ordinary shares held by CUFS and Kingsford except to the extent of his pecuniary interest therein.
| (2) | CUFS is the record owner of 208,199,680 ordinary shares of the issuer. |
| (3) | CAA owns approximately 58.5% of the total outstanding shares of CUFS. Pursuant to Section 13(d) of the Exchange Act and the rules promulgated thereunder, CAA may be deemed to beneficially own all of the ordinary shares held by CUFS. |
| (4) | Kingsford is the record owner of 167,778,395 ordinary shares of the issuer. |
| (5) | High Rank owns approximately 95.1% of the total outstanding shares of Kingsford. Pursuant to Section 13(d) of the Exchange Act and the rules promulgated thereunder, High Rank may be deemed to beneficially own all of the ordinary shares held by Kingsford. |
| (6) | Qiuping Lai owns approximately 23.9% of the total outstanding shares of High Rank. Pursuant to Section 13(d) of the Exchange Act and the rules promulgated thereunder, Mr. Lai may be deemed to beneficially own all of the shares held by Kingsford. Mr. Lai disclaims beneficial ownership of the ordinary shares held by Kingsford except to the extent of his pecuniary interest therein. |
| 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: | |||||||||
| 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 | ||||||||||
| CUSIP No. G2352K 108 | 13G | Page 11 of 11 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: January 31, 2008
| Yinan Hu | /s/ Yinan Hu | |||
| Yinan Hu | ||||
| China United Financial Services Holdings Limited | By: | /s/ Yinan Hu | ||
| Name: | Yinan Hu | |||
| Title: | Director | |||
| CAA Holdings Company Limited | By: | /s/ Yinan Hu | ||
| Name: | Yinan Hu | |||
| Title: | Director | |||
| Kingsford Resources Limited | By: | /s/ Yinan Hu | ||
| Name: | Yinan Hu | |||
| Title: | Director | |||
| High Rank Investments Limited | By: | /s/ Qiuping Lai | ||
| Name: | Qiuping Lai | |||
| Title: | Director | |||
| Qiuping Lai | /s/ Qiuping Lai | |||
| Qiuping Lai | ||||
LIST OF EXHIBITS
| Exhibit No. |
Description | |
| A |
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 $0.0001 per share, of CNinsure Inc., a Cayman Islands exempted 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.
[Remainder of this page has been left intentionally blank.]
Signature Page
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of January 31, 2008.
| Yinan Hu | /s/ Yinan Hu | |||
| Yinan Hu | ||||
| China United Financial Services Holdings Limited | By: | /s/ Yinan Hu | ||
| Name: | Yinan Hu | |||
| Title: | Director | |||
| CAA Holdings Company Limited | By: | /s/ Yinan Hu | ||
| Name: | Yinan Hu | |||
| Title: | Director | |||
| Kingsford Resources Limited | By: | /s/ Yinan Hu | ||
| Name: | Yinan Hu | |||
| Title: | Director | |||
| High Rank Investments Limited | By: | /s/ Qiuping Lai | ||
| Name: | Qiuping Lai | |||
| Title: | Director | |||
| Qiuping Lai | /s/ Qiuping Lai | |||
| Qiuping Lai | ||||