UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
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)
þ 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 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).
Page 1 of 8 pages
CUSIP No. |
836034108 |
| 1 | NAMES OF REPORTING PERSONS Tianquan Mo |
||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
| (a) þ | |||||
| (b) o | |||||
| 3 | SEC USE ONLY | ||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
| PRC | |||||
| 5 | SOLE VOTING POWER | ||||
| NUMBER OF | 0 | ||||
| SHARES | 6 | SHARED VOTING POWER | |||
| BENEFICIALLY | |||||
| OWNED BY | 3,100,450 Class A ordinary shares and 11,985,145 Class B ordinary shares | ||||
| EACH | 7 | SOLE DISPOSITIVE POWER | |||
| REPORTING | |||||
| PERSON | 0 | ||||
| WITH: | 8 | SHARED DISPOSITIVE POWER | |||
| 3,100,450 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
| 3,100,450 Class A ordinary shares and 11,985,145 Class B ordinary 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) | ||||
| Class A: 5.6%, Class B: 44.3% | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
| IN | |||||
Page 2 of 8 pages
CUSIP No. |
836034108 |
| 1 | NAMES OF REPORTING PERSONS Next Decade Investments Limited |
||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
| (a) þ | |||||
| (b) o | |||||
| 3 | SEC USE ONLY | ||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
| British Virgin Islands | |||||
| 5 | SOLE VOTING POWER | ||||
| NUMBER OF | 0 | ||||
| SHARES | 6 | SHARED VOTING POWER | |||
| BENEFICIALLY | |||||
| OWNED BY | 3,100,450 Class A ordinary shares and 11,985,145 Class B ordinary shares | ||||
| EACH | 7 | SOLE DISPOSITIVE POWER | |||
| REPORTING | |||||
| PERSON | 0 | ||||
| WITH: | 8 | SHARED DISPOSITIVE POWER | |||
| 3,100,450 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
| 3,100,450 Class A ordinary shares and 11,985,145 Class B ordinary 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) | ||||
| Class A: 5.6%, Class B: 44.3% | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
| CO | |||||
Page 3 of 8 pages
CUSIP No. |
836034108 |
| 1 | NAMES OF REPORTING PERSONS Credit Suisse Trust Limited as Trustees of KM & KM Trust |
||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
| (a) þ | |||||
| (b) o | |||||
| 3 | SEC USE ONLY | ||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
| Singapore | |||||
| 5 | SOLE VOTING POWER | ||||
| NUMBER OF | 0 | ||||
| SHARES | 6 | SHARED VOTING POWER | |||
| BENEFICIALLY | |||||
| OWNED BY | 3,100,450 Class A ordinary shares and 11,985,145 Class B ordinary shares | ||||
| EACH | 7 | SOLE DISPOSITIVE POWER | |||
| REPORTING | |||||
| PERSON | 0 | ||||
| WITH: | 8 | SHARED DISPOSITIVE POWER | |||
| 3,100,450 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
| 3,100,450 Class A ordinary shares and 11,985,145 Class B ordinary 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) | ||||
| Class A: 5.6%, Class B: 44.3% | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
| CO | |||||
Page 4 of 8 pages
Item 1(a). |
Name of Issuer: | |
| SouFun Holdings Limited | ||
Item 1(b). |
Address of Issuer’s Principal Executive Offices: | |
| 8/F Xihuan Plaza, 1 Xizhimenwai Avenue, Beijing, 100044, PRC | ||
Item 2(a). |
Name of Persons Filing: | |
| Tianquan Mo | ||
| Next Decade Investments Limited (the “Record Holder”) | ||
| KM & KM Trust (the “Trust”) | ||
| Credit Suisse Trust Limited (the “Trustee”) | ||
Item 2(b). |
Address of Principal Business Office, or if None, Residence: | |
| The address of Mr. Mo and the Record Holder is 8/F Xihuan Plaza, 1 Xizhimenwai Avenue, Beijing, 100044, PRC. | ||
| The address of the Trust and the Trustee is 1 Raffles Link #05-02, Singapore 039393. | ||
Item 2(c). |
Citizenship: | |
| Mr. Mo is a PRC citizen. The place of organization of the Record Holder is the British Virgin Islands. The place of organization of the Trustee is | ||
| Singapore. The Trust is established under the laws of Singapore. | ||
Item 2(d). |
Title of Class of Securities: | |
| Class A and Class B Ordinary Shares | ||
Item 2(e). |
CUSIP Number: | |
| 836034108 | ||
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 Exchange Act (15 U.S.C. 78o). | ||||
| ( b ) | o | Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c). | ||||
| ( c ) | o | Insurance company as defined in Section 3(a)(19) of the Exchange Act (15 U.S.C. 78c). | ||||
| ( d ) | o | Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | ||||
| ( 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); | ||||
Page 5 of 8 pages
| ( 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 (12 U.S.C. 1813); | ||||
| ( 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 (15 U.S.C. 80a-3); | ||||
| ( j ) | o | Group, in accordance with 240.13d-1(b)(1)(ii)(J). |
Item 4.
|
Ownership. | |
| Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. |
| (a) Amount beneficially owned: | 3,100,450 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||
| (b) Percent of class: | Class A: 5.6%, Class B: 44.3% | |||
| (c) Number of shares as to which the person has: |
| (i) Sole power to vote or direct the vote: | ||||||
| (ii) Shared power to vote or to direct the vote: | 3,100,450 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
| (iii) Sole power to dispose or to direct the disposition of: | ||||||
| (iv) Shared power to dispose or to direct the disposition of: | 3,100,450 Class A ordinary shares and 11,985,145 Class B ordinary shares |
Page 6 of 8 pages
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 o. | ||
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 |
Page 7 of 8 pages
| /s/ Tianquan Mo | ||||
| Tianquan Mo | ||||
| /s/ Jing Cao | ||||
| Name: Jing Cao | ||||
| Next Decade Investments Limited | ||||
| /s/ Joni Sim | ||||
| Name: Joni Sim | ||||
| Credit Suisse Trust Limited as Trustees of KM & KM Trust | ||||
Page 8 of 8 pages