Amendment No. 2 to Schedule 13G

0001193125-13-060052.txt : 20130214 0001193125-13-060052.hdr.sgml : 20130214 20130214160445 ACCESSION NUMBER: 0001193125-13-060052 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20130214 DATE AS OF CHANGE: 20130214 GROUP MEMBERS: COLONIAL FIRST STATE GROUP LTD GROUP MEMBERS: COLONIAL HOLDING CO LTD GROUP MEMBERS: COMMONWEALTH INSURANCE HOLDINGS LTD GROUP MEMBERS: FIRST STATE INVESTMENT MANAGEMENT (UK) LTD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CONSOLIDATED WATER CO LTD CENTRAL INDEX KEY: 0000928340 STANDARD INDUSTRIAL CLASSIFICATION: WATER SUPPLY [4941] IRS NUMBER: 000000000 STATE OF INCORPORATION: E6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49431 FILM NUMBER: 13613532 BUSINESS ADDRESS: STREET 1: TRAFALGAR PL STREET 2: WEST BAY RD CITY: GRAND CAYMAN BWI CAY STATE: E9 ZIP: 00000 BUSINESS PHONE: 8099474277 MAIL ADDRESS: STREET 1: TRAFALGAR PLACE, WEST BAY ROAD, P.O. BOX STREET 2: GRAND CAYMAN, CAYMAN ISLANDS, BWI FORMER COMPANY: FORMER CONFORMED NAME: CAYMAN WATER CO LTD DATE OF NAME CHANGE: 19941212 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: COMMONWEALTH BANK OF AUSTRALIA CENTRAL INDEX KEY: 0000008565 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL BANKS, NEC [6029] IRS NUMBER: 000000000 STATE OF INCORPORATION: C3 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: GROUND FLOOR, TOWER 1 STREET 2: 201 SUSSEX STREET CITY: SYDNEY, NSW STATE: C3 ZIP: 2000 BUSINESS PHONE: (61-2) 9118 1335 MAIL ADDRESS: STREET 1: GROUND FLOOR, TOWER 1 STREET 2: 201 SUSSEX STREET CITY: SYDNEY, NSW STATE: C3 ZIP: 2000 SC 13G/A 1 d486468dsc13ga.htm AMENDMENT NO. 2 TO SCHEDULE 13G Amendment No. 2 to Schedule 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

Information Statement Pursuant to Rules 13d-1 and 13d-2

Under the Securities Exchange Act of 1934

Amendment No. 2*

Consolidated Water Co. Ltd.

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

G23773107

(CUSIP Number)

December 31, 2012

Date of Event Which Requires Filing of the Statement

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x Rule 13d-1(b)

¨ Rule 13d-1(c)

¨ 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. G23773107		13G		Page 2 of 13


1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Commonwealth Bank of Australia
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION Australian Capital Territory, Commonwealth of Australia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 1,158,382 shares
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER 1,158,382 shares
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,158,382 shares
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 7.944% (based on 14,582,125 shares issued and outstanding, per Form 10-Q dated 2^nd November 2012)
12.	TYPE OF REPORTING PERSON BK/HC


CUSIP NO. G23773107		13G		Page 3 of 13


1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Colonial Holding Company Limited
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION New South Wales, Commonwealth of Australia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 1,158,382 shares
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER 1,158,382 shares
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,158,382 shares
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 7.944% (based on 14,582,125 shares issued and outstanding, per Form 10-Q dated 2^nd November 2012)
12.	TYPE OF REPORTING PERSON HC


CUSIP NO. G23773107		13G		Page 4 of 13


1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Commonwealth Insurance Holdings Limited
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION New South Wales, Commonwealth of Australia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 1,158,382 shares
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER 1,158,382 shares
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,158,382 shares
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 7.944% (based on 14,582,125 shares issued and outstanding, per Form 10-Q dated 2^nd November 2012)
12.	TYPE OF REPORTING PERSON HC


CUSIP NO. G23773107		13G		Page 5 of 13


1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Colonial First State Group Limited
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION Victoria, Commonwealth of Australia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 1,158,382 shares
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER 1,158,382 shares
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,158,382 shares
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 7.944% (based on 14,582,125 shares issued and outstanding, per Form 10-Q dated 2^nd November 2012)
12.	TYPE OF REPORTING PERSON HC


CUSIP NO. G23773107		13G		Page 6 of 13


1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON First State Investment Management (UK) Limited
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION Scotland, United Kingdom
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 1,158,382 shares
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER 1,158,382 shares
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,158,382 shares
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 7.944% (based on 14,582,125 shares issued and outstanding, per Form 10-Q dated 2^nd November 2012)
12.	TYPE OF REPORTING PERSON IA


CUSIP NO. G23773107		13G		Page 7 of 13


Item 1(a)		Name of Issuer: Consolidated Water Co Ltd

Item 1(b)		Address of Issuer’s Principal Executive Offices:

		Regatta Office Park
		West Bay Road, Po Box 1114
		Grand Cayman, Ky1 1102 Cayman Islands

Item 2(a)		Name of Person Filing

Item 2(b)		Address of Principal Business Office

Item 2(c)		Citizenship

		Commonwealth Bank of Australia
		Ground Floor, Tower 1
		201 Sussex Street
		Sydney, New South Wales, 2000
		Commonwealth of Australia
		Australian Capital Territory

		Colonial Holding Company Limited
		Ground Floor, Tower 1
		201 Sussex Street
		Sydney, New South Wales, 2000.
		Commonwealth of Australia
		New South Wales

		Commonwealth Insurance Holdings Limited
		Ground Floor, Tower 1
		201 Sussex Street
		Sydney, New South Wales, 2000
		Commonwealth of Australia
		New South Wales

		Colonial First State Group Limited
		Ground Floor, Tower 1
		201 Sussex Street
		Sydney, New South Wales, 2000
		Commonwealth of Australia
		Victoria

		First State Investment Management (UK) Limited
		23 St Andrew Square
		Edinburgh, EH2 1BB
		Scotland

Item 2(d)		Title of Class of Securities:

		COMMON STOCK


CUSIP NO. G23773107		13G		Page 8 of 13



Item 2(e)	CUSIP Number: G23773107

Item 3	If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

	(a)	¨ Broker or dealer registered under Section 15 of the Exchange Act;

	(b)	¨ Bank as defined in Section 3(a)(6) of the Exchange Act;

	(c)	¨ Insurance company as defined in Section 3(a)(19) of the Exchange Act;

	(d)	¨ Investment company registered under Section 8 of the Investment Company Act;

	(e)	¨ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

	(f)	¨ An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

	(g)	x A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

	(h)	¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

	(i)	¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

	(j)	x A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);

	(k)	¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

	If filing as a non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J), please specify the type of institution: First State Investment Management (UK) Limited is an investment adviser registered pursuant to the law of the jurisdiction in which it is located.

If this statement is filed pursuant to Rule 13d-1(c), check this box: ¨

Item 4	Ownership:

(a)	Amount beneficially owned:

Incorporated by reference to Item 9 of the cover page pertaining to each reporting person.

(b)	Percent of Class:

Incorporated by reference to Item 11 of the cover page pertaining to each reporting person.


CUSIP NO. G23773107		13G		Page 9 of 13



(c)		Number of shares as to which such person has:

		(i) sole power to vote or to direct the vote:

		Incorporated by reference to Item 5 of the cover page pertaining to each reporting person.

		(ii) shared power to vote or to direct the vote:

		Incorporated by reference to Item 6 of the cover page pertaining to each reporting person.

		(iii) sole power to dispose or to direct the disposition of:

		Incorporated by reference to Item 7 of the cover page pertaining to each reporting person.

		(iv) shared power to dispose or to direct the disposition of:

		Incorporated by reference to Item 8 of the cover page pertaining to each reporting person.

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:

		See Exhibit 99.2.

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 acquired and are held in the ordinary course of business and 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


CUSIP NO. G23773107		13G		Page 10 of 13

or as a participant in any transaction having that purpose or effect. I also certify that, to the best of my knowledge and belief, the foreign regulatory schemes applicable to the relevant subsidiaries referenced in Exhibit 99.2 to this Schedule 13G are substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s), and that I undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

After reasonable inquiry and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated this 14 day of February, 2013.


Commonwealth Bank of Australia

By:		/s/ John Damien Hatton
Name:		John Damien Hatton
Title:		Company Secretary

Colonial Holding Company Limited

By:		/s/ John Damien Hatton
Name:		John Damien Hatton
Title:		Director

Commonwealth Insurance Holdings Limited

By:		/s/ John Damien Hatton
Name:		John Damien Hatton
Title:		Director

Colonial First State Group Limited

By:		/s/ John Damien Hatton
Name:		John Damien Hatton
Title:		Director

First State Investment Management (UK) Limited

By:		/s/ Gregory Robert Cooper
Name:		Gregory Robert Cooper
Title:		Director


CUSIP NO. G23773107		13G		Page 11 of 13

INDEX TO EXHIBITS


Exhibit No.		Exhibit

99.1		Joint Filing Agreement

99.2		Item 7 Information

EX-99.1 2 d486468dex991.htm EX-99.1 EX-99.1


CUSIP NO. G23773107		13G		Page 12 of 13

Exhibit 99.1

Joint Filing Agreement

February 14, 2013

In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, Commonwealth Bank of Australia, Colonial Holding Company Limited, Commonwealth Insurance Holdings Limited, Colonial First State Group Limited, and First State Investment Management (UK) Limited each hereby agree to the joint filing of this statement on Schedule 13G (including any and all amendments hereto). In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13G. A copy of this Agreement shall be attached as an exhibit to the Statement on Schedule 13G filed on behalf of each of the parties hereto, to which this Agreement relates.

This Agreement may be executed in multiple counterparts, each of which shall constitute an original, one and the same instrument.


Commonwealth Bank of Australia

By:		/s/ John Damien Hatton
Name:		John Damien Hatton
Title:		Company Secretary

Colonial Holding Company Limited

By:		/s/ John Damien Hatton
Name:		John Damien Hatton
Title:		Director

Commonwealth Insurance Holdings Limited

By:		/s/ John Damien Hatton
Name:		John Damien Hatton
Title:		Director

Colonial First State Group Limited

By:		/s/ John Damien Hatton
Name:		John Damien Hatton
Title:		Director

First State Investment Management (UK) Limited

By:		/s/ Gregory Robert Cooper
Name:		Gregory Robert Cooper
Title:		Director

EX-99.2 3 d486468dex992.htm EX-99.2 EX-99.2


CUSIP NO. G23773107		13G		Page 1 3 of 13

Exhibit 99.2

Item 7 Information

The securities being reported on by the reporting persons herein as parent holding companies are owned, or may be deemed to be beneficially owned as follows:


Company		Type of Company.
First State Investments International Ltd.		IA (US registered)
First State Investment Management (UK) Limited		IA (UK registered)