-----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, GHthkJbnAc9TRxyXfCtzhiC6w9wOKrzPIJaCyaqnlLsUw/XqsXuPZdQ/VMnu+iIj oROv7WvUqy1I1eoLegYRvg== 0001144204-11-007929.txt : 20110214 0001144204-11-007929.hdr.sgml : 20110214 20110214062309 ACCESSION NUMBER: 0001144204-11-007929 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110214 DATE AS OF CHANGE: 20110214 GROUP MEMBERS: AIF CAPITAL ASIA III GP LIMITED GROUP MEMBERS: AIF CAPITAL ASIA III, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Charm Communications Inc. CENTRAL INDEX KEY: 0001485487 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-86038 FILM NUMBER: 11602008 BUSINESS ADDRESS: STREET 1: 26/F, TOWER A, ORIENTAL MEDIA TOWER STREET 2: 4 GUANGHUA ROAD, CHAOYANG DISTRICT CITY: BEIJING STATE: F4 ZIP: 100026 BUSINESS PHONE: (86) 10-6581-1111 MAIL ADDRESS: STREET 1: 26/F, TOWER A, ORIENTAL MEDIA TOWER STREET 2: 4 GUANGHUA ROAD, CHAOYANG DISTRICT CITY: BEIJING STATE: F4 ZIP: 100026 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Chaview Investments Ltd CENTRAL INDEX KEY: 0001499937 IRS NUMBER: 000000000 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: P.O. BOX 957, OFFSHARE INCORPORATIONS STREET 2: CENTRE, ROAD TOWN CITY: TORTOLA STATE: D8 ZIP: 0 BUSINESS PHONE: (852) 2912 7855 MAIL ADDRESS: STREET 1: C/O: SUITE 3401, JARDINE HOUSE STREET 2: 1 CANNAUGHT PLACE, CENTRAL CITY: HONG KONG STATE: K3 ZIP: 0 SC 13G 1 v210733_sc13g.htm Unassociated Document
UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No. ____)
Charm Communications Inc. 
 (Name of Issuer)
 
Class A Ordinary Shares, par value $0.0001 per share
 (Title of Class of Securities)
 
16112R101
 (CUSIP Number)
 
May 5, 2010
 (Date of Event Which Requires Filing of this Statement)
 
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)
 
     x  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. 
16112R101
 
           
 
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
Chaview Investments Limited
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 
(a)   o
(b)   x
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
The British Virgin Islands
 
 
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING
PERSON
WITH: 
 
 
 
5
SOLE VOTING POWER
 
5,000,000 shares
6
SHARED VOTING POWER
 
0
7
SOLE DISPOSITIVE POWER
 
5,000,000 shares
8
SHARED DISPOSITIVE POWER
 
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
5,000,000 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)
 
24.1%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
CO
 
 

 
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
AIF Capital Asia III, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 
(a)   o
(b)   x
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
The Cayman Islands
 
 
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING
PERSON
WITH: 
 
 
 
5
SOLE VOTING POWER
 
5,000,000 shares
6
SHARED VOTING POWER
 
0
7
SOLE DISPOSITIVE POWER
 
5,000,000 shares
8
SHARED DISPOSITIVE POWER
 
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
5,000,000 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)
 
24.1%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
HC
 

 
CUSIP No. 
16112R101
 
           
 
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
AIF Capital Asia III GP Limited
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 
(a)   o
(b)   x
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
The Cayman Islands
 
 
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING
PERSON
WITH: 
 
 
 
5
SOLE VOTING POWER
 
5,000,000 shares
6
SHARED VOTING POWER
 
0
7
SOLE DISPOSITIVE POWER
 
5,000,000 shares
8
SHARED DISPOSITIVE POWER
 
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
5,000,000 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)
 
24.1%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
HC
 

 

Item 1.

 
(a)
Name of Issuer
     
   
Charm Communications Inc.
     
 
(b)
Address of Issuers Principal Executive Offices
     
   
26th Floor, Tower A, Oriental Media Center
4 Guanghua Road, Chaoyang District
Beijing 100026
Peoples Republic of China
 
Item 2.

 
(a)
Name of Persons Filing
     
   
This Schedule 13G is being filed on behalf of Chaview Investments Limited (“Chaview), AIF Capital Asia III, L.P. (“AIF) and AIF Capital Asia III GP Limited (“AIF GP) (collectively, the “Reporting Persons).  AIF is the sole shareholder of Chaview, and AIF GP is the general partner of AIF.  The Reporting Persons have entered into a Joint Filing Agreement pursuant to which they have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended.  A copy of the Joint Filing Agreement is attached to this Schedule 13G as Exhibit 1.
     
 
(b)
Address of Principal Business Office or, if none, Residence
     
   
The business address of Chaview is P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands.
     
   
The business address of AIF is P.O. Box 309, Ugland House, South Church Street, George Town, Grand Cayman KY1-1104, Cayman Islands.
     
   
The business address of AIF GP is P.O. Box 309, Ugland House, South Church Street, George Town, Grand Cayman KY1-1104, Cayman Islands.
     
 
(c)
Citizenship
     
   
Chaview is a limited liability company incorporated under the laws of the British Virgin Islands.
     
   
AIF is an exempted limited partnership formed under the laws of the Cayman Islands.
     
   
AIF GP is an exempted limited liability company incorporated under the laws of the Cayman Islands.
     
 
(d)
Title of Class of Securities
     
   
Class A Ordinary Shares, par value  US$0.0001  per share
     
 
(e)
CUSIP Number
     
   
16112R101
 

 
Item 4. Ownership.
 
 
(a)
Amount beneficially owned: 5,000,000 shares, representing Class A ordinary shares into which the 5,000,000 Class B ordinary shares held by the Reporting Persons are convertible.
       
 
(b)
Percent of class: approximately 24.1%, based on 20,760,102 Class A ordinary shares, which includes 15,760,102 issued and outstanding Class A ordinary shares as of December 31, 2010, according to the information provided by the Issuer on Februry 11, 2011, plus the 5,000,000 Class A ordinary shares into which the 5,000,000 Class B ordinary shares held by the Reporting Persons are convertible.
       
 
(c)
Number of shares as to which the Reporting Persons:
       
   
(i)
Sole power to vote or to direct the vote: 5,000,000 shares
       
   
(ii)
Shared power to vote or to direct the vote: 0
       
   
(iii)
Sole power to dispose or to direct the disposition of: 5,000,000 shares
       
   
(iv)
Shared power to dispose or to direct the disposition of: 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.  
 
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.




SIGNATURE

After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.
 
 
Date:  February 14, 2011
Chaview Investments Limited
 
 
       
 
By:
/s/  Stephen Lee
 
   
Name: Stephen Lee
 
   
Title:  Director
 
       
 
AIF Capital Asia III, L.P.
 
 
       
 
By:  
AIF Capital Asia III GP Limited, as general partner
 
 
By:
/s/  Theresa Yuk Mui Chung
 
   
Name: Theresa Yuk Mui Chung
 
   
Title:  Director
 
       
 
AIF Capital Asia III GP Limited
 
 
 
By:
/s/  Theresa Yuk Mui Chung
 
   
Name: Theresa Yuk Mui Chung
 
   
Title:  Director
 
 
 

 
Exhibit 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to Class A ordinary shares of Charm Communications, Inc. and further agree that this Joint Filing Agreement shall be included as an exhibit to such joint filings.

The undersigned agree as follows:

(1)  
Each of them is individually eligible to use the Schedule 13G to which this exhibit is attached, and such Schedule 13G is filed on behalf of each of them; and

(2)  
Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein, but none of them is responsible for the completeness of accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

Date:  February 14, 2011
 
Chaview Investments Limited
 
By:
/s/ Stephen Lee
   
Name: Stephen Lee
   
Title: Director
     
 
AIF Capital Asia III, L.P.
 
     
 
By:
AIF Capital Asia III GP Limited, as general partner
 
By:
/s/ Theresa Yuk Mui Chung
   
Name: Theresa Yuk Mui Chung
   
Title: Director
     
 
AIF Capital Asia III GP Limited
 
 
By:
/s/  Theresa Yuk Mui Chung
   
Name: Theresa Yuk Mui Chung
   
Title:  Director





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