-----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, MG3OZue+LqlmRHvPwPkR8cf0FmqE5rh45NryuOdP3cgVVW78VSw6yfsqz3mvhacK 175QQdX+1+z59BB2NUe8eA== 0001140361-11-013079.txt : 20110301 0001140361-11-013079.hdr.sgml : 20110301 20110301170416 ACCESSION NUMBER: 0001140361-11-013079 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110301 DATE AS OF CHANGE: 20110301 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: E-COMMERCE CHINA DANGDANG INC. CENTRAL INDEX KEY: 0001499744 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-RETAIL STORES, NEC [5990] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-85824 FILM NUMBER: 11652758 BUSINESS ADDRESS: STREET 1: 4/F, TOWER C, THE 5TH SQUARE STREET 2: NO. 7 CHAOYANGMEN NORTH AVENUE CITY: DONGCHENG DISTRICT BEIJING STATE: F4 ZIP: 100010 BUSINESS PHONE: 86 10 8419-1932 MAIL ADDRESS: STREET 1: 4/F, TOWER C, THE 5TH SQUARE STREET 2: NO. 7 CHAOYANGMEN NORTH AVENUE CITY: DONGCHENG DISTRICT BEIJING STATE: F4 ZIP: 100010 FORMER COMPANY: FORMER CONFORMED NAME: E-COMMERCE CHINA DANGDANG INC DATE OF NAME CHANGE: 20100823 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Sloane Robinson LLP CENTRAL INDEX KEY: 0001415293 IRS NUMBER: 000000000 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 20 ST DUNSTANS HILL CITY: LONDON STATE: X0 ZIP: EC3R 8ND BUSINESS PHONE: 00442079298842 MAIL ADDRESS: STREET 1: 20 ST DUNSTANS HILL CITY: LONDON STATE: X0 ZIP: EC3R 8ND SC 13G/A 1 formsc13ga.htm SLOANE ROBINSON SC 13G/A 2-24-2011 formsc13ga.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)


E-COMMERCE CHINA DANGDANG INC.
(Name of Issuer)
 
American Depositary Shares, each representing Five (5) Class A Common Shares, par value $0.0001 per Share
(Title of Class of Securities)
 
 
26833A105
(CUSIP Number)
 
 
February 24, 2011
(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)
 
x
Rule 13d-1(c)
 
¨
Rule 13d-1(d)
 


 
 

 
 
CUSIP No. 26833A105
 
Page   2 of   5   Pages
1.
NAMES OF REPORTING PERSONS
Sloane Robinson LLP
IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) x
3.
SEC USE ONLY
 
 
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
England & Wales
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH
5.
SOLE VOTING POWER
3,709,500 Class A Common Shares
(Held through control of 741,900 E-Commerce China Dangdang Inc. American Depositary Shares)
 
6.
SHARED VOTING POWER
0
 
7.
SOLE DISPOSITIVE POWER
3,709,500 Class A Common Shares
(Held through control of 741,900 E-Commerce China Dangdang Inc. American Depositary Shares)
 
8.
SHARED DISPOSITIVE POWER
0
 
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,709,500 Class A Common Shares
(Held through control of 741,900 E-Commerce China Dangdang Inc. American Depositary Shares)
 
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.04%
 
12.
TYPE OF REPORTING PERSON
PN
 
 
 
 

 

Page 3 of 5 Pages
 
Item 1.
(a)
Name of Issuer:

 
E-Commerce China Dangdang Inc.

 
(b)
Address of Issuer's Principal Executive Offices:

 
4/F, Tower C, The 5th Square
 
No. 7, Chaoyangmen North Avenue
 
Dongcheng District, Beijing 100010
 
People’s Republic of China
 
 
Item 2.
(a)
Name of Person Filing:

 
Sloane Robinson LLP

 
(b)
Address of Principal Business Office or, if none, Residence:

 
20 Dunstan’s Hill, London, EC3R 8ND, United Kingdom

 
(c)
Citizenship:

 
Sloane Robinson LLP is a limited liability partnership incorporated under the laws of England and Wales.

 
(d)
Title of Class of Securities:

 
American Depositary Shares, each representing five (5) Class A Common Shares, par value $0.0001 per Share

 
(e)
CUSIP Number:

 
26833A105
 
 
Item 3.
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 
(a)
o
Broker or dealer registered under Section 15 of the Act.
 
(b)
o
Bank as defined in Section 3(a)(6) of the Act.
 
(c)
o
Insurance company as defined in Section 3(a)(19) of the Act.
 
(d)
o
Investment company registered under Section 8 of the Investment Company Act of 1940.
 
(e)
o
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
 
(f)
o
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
 
(g)
o
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
 
(h)
o
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
 
(i)
o
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940.
 
(j)
o
A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J).
 
(k)
o
Group, in accordance with §240.13d-1(b)(1)(ii)(K).
 
 
 

 
 
Page 4 of 5 Pages

Item 4.
Ownership.
 
 
(a)
Amount Beneficially Owned: 3,709,500 Class A Common Shares
(Held through control of 741,900 E-Commerce China Dangdang Inc. American Depositary Shares)

 
(b)
Percent of Class: 4.04%

 
(c)
Number of Shares as to which the person has:

 
(i)
sole power to vote or direct the vote: 3,709,500 Class A Common Shares
(Held through control of 741,900 E-Commerce China Dangdang Inc. American Depositary Shares)

 
(ii)
shared power to vote or direct the vote: None

 
(iii)
sole power to dispose or direct the disposition of: 3,709,500 Class A Common Shares (Held through control of 741,900 E-Commerce China Dangdang Inc. American Depositary Shares)
 
 
(iv)
shared power to dispose or direct the disposition of: None


Item 5.
Ownership of Five Percent or Less of a Class.

 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.
 
 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person.

 
Certain persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, E-Commerce China Dangdang Inc American Depositary Shares.  None of those persons’ interest relates to more than 5 per cent. of the outstanding Ordinary Shares of E-Commerce China Dangdang Inc.
 
 
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.
 
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 
 

 
 
Page 5 of 5 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.


 
Date:  March 1, 2011
 
         
         
 
SLOANE ROBINSON LLP
 
         
         
 
By 
/s/Tanya Farrell  
    Name:  
Tanya Farrell
 
    Title:
Head of Legal and Compliance
 

 

-----END PRIVACY-ENHANCED MESSAGE-----