Bank of the Carolinas Corporation
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
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06425J102
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(CUSIP Number)
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July 16, 2014
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(Date of Event Which Requires Filing of this Statement)
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CUSIP No. | 13G | Page 2 of 6 Pages |
1
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NAMES OF REPORTING PERSONS TFO USA Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) o (b) o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER 44,953,688
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6
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SHARED VOTING POWER
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7
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SOLE DISPOSITIVE POWER 44,953,688
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8
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SHARED DISPOSITIVE POWER
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 44,953,688
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.73%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IA
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CUSIP No. | 13G | Page 3 of 6 Pages |
(a)
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o Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
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(b)
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o Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
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(c)
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o Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
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(d)
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o Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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(e)
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x An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);
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(f)
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o An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);
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(g)
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o A Parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G);
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(h)
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o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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CUSIP No. | 13G | Page 4 of 6 Pages |
(i)
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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 (15 U.S.C. 80a-3);
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(j)
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o A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J);
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(k)
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o Group, in accordance with Section 240.13d-1(b)(1)(ii)(K).
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(a)
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Amount beneficially owned: 44,953,688
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(b)
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Percent of class: 9.73%
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote: 44,953,688
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(ii)
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Shared power to vote or to direct the vote:
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(iii)
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Sole power to dispose or to direct the disposition of: 44,953,688
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(iv)
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Shared power to dispose or to direct the disposition of:
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CUSIP No. | 13G | Page 5 of 6 Pages |
Item 10. Certification.
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CUSIP No. | 13G | Page 6 of 6 Pages |
TFO USA Limited
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By:
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/s/ Abdulmohsin Al Omran | |
Name: Abdulmohsin Al Omran | |||
Title: Authorized Signatory | |||