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As Of Filer Filing For·On·As Docs:Size Issuer Agent 2/11/11 KBC Group NV SC 13G/A 2:79K Tri-Tech Holding, Inc. RR Donnelley/FA KBC Asset Management NV KBC Bank NV |
Document/Exhibit Description Pages Size 1: SC 13G/A Amendment to Statement of Beneficial Ownership HTML 56K 2: EX-99.1 Miscellaneous Exhibit HTML 11K
sc13gza |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
(Rule 13d-102)
Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 1)* †
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
þ Rule 13d-1(c)
o 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).
† On October 11, 2010, RHJ International SA acquired KBC Asset Management Ltd. (“KBC AM”) from KBC Asset Management NV. As a result of this transaction, KBC AM is no longer a subsidiary of KBC Group NV, KBC Bank NV, or KBC Asset Management NV (collectively the “KBC Entities”) and the KBC Entities are no longer deemed the indirect beneficial owner of securities under the investment control of KBC AM (except where the KBC Entities otherwise have direct or indirect beneficial ownership of those securities). This Schedule 13G/A amends the Schedule 13G dated June 2, 2010, which was jointly filed by the KBC Entities with KBC AM, and reflects the results of the foregoing change in ownership.
CUSIP No. |
13G | Page | 2 |
of | 10 |
1. | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON KBC Group NV |
||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||
(a) o | |||||
(b) þ | |||||
3. | SEC USE ONLY | ||||
4. | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Belgium | |||||
5. | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6. | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 226,060 shares | ||||
EACH | 7. | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH | 8. | SHARED DISPOSITIVE POWER | |||
226,060 shares | |||||
9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
226,060 shares | |||||
10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ||||
o | |||||
11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
Approximately 2.8% (based on 8,051,833 ordinary shares issued and outstanding, per Form 10-Q dated 11/15/10) | |||||
12. | TYPE OF REPORTING PERSON | ||||
HC |
CUSIP No. |
13G | Page |
3
|
of | 10 |
1. | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON KBC Bank NV |
||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||
(a) o | |||||
(b) þ | |||||
3. | SEC USE ONLY | ||||
4. | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Belgium | |||||
5. | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6. | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 226,060 shares | ||||
EACH | 7. | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH | 8. | SHARED DISPOSITIVE POWER | |||
226,060 shares | |||||
9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
226,060 shares | |||||
10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ||||
o | |||||
11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
Approximately 2.8% (based on 8,051,833 ordinary shares issued and outstanding, per Form 10-Q dated 11/15/10) | |||||
12. | TYPE OF REPORTING PERSON | ||||
BK/HC |
CUSIP No. |
13G | Page |
4
|
of | 10 |
1. | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON KBC Asset Management NV |
||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||
(a) o | |||||
(b) þ | |||||
3. | SEC USE ONLY | ||||
4. | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Belgium | |||||
5. | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6. | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 226,060 shares | ||||
EACH | 7. | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH | 8. | SHARED DISPOSITIVE POWER | |||
226,060 shares | |||||
9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
226,060 shares | |||||
10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ||||
o | |||||
11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
Approximately 2.8% (based on 8,051,833 ordinary shares issued and outstanding, per Form 10-Q dated 11/15/10) | |||||
12. | TYPE OF REPORTING PERSON | ||||
IA/HC |
CUSIP No. |
13G | Page |
5
|
of | 10 |
Item 1(a) | Name of Issuer: Tri-Tech Holding Inc. |
Item 1(b) | Address of Issuer’s Principal Executive Offices: |
16th Floor of Tower B, Renji Plaza, No. 101 Jingshun Road, Chaoyang District, Beijing, People’s Republic of China 100102 |
Item 2(a) | Name of Person Filing |
Item 2(b) | Address of Principal Business Office |
Item 2(c) | Citizenship |
2(d) | Title of Class of Securities: |
Ordinary Shares, $0.001 par value per share |
2(e) | CUSIP Number: G9103F106 | |
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) | o | Broker or dealer registered under Section 15 of the Exchange Act; | |||
(b) | o | Bank as defined in Section 3(a)(6) of the Exchange Act; | |||
(c) | o | Insurance company as defined in Section 3(a)(19) of the Exchange Act; | |||
(d) | o | Investment company registered under Section 8 of the Investment Company Act; | |||
(e) | o | An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
CUSIP No. |
13G | Page |
6
|
of | 10 |
(f) | o | An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); | |||
(g) | o | A parent holding company or control person in accordance with Rule 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; | |||
(j) | o | Group, in accordance with Rule 13d-1(b)(1)(ii)(J). |
Item 4 | Ownership: |
(a) | Amount beneficially owned: |
(b) | Percent of Class: |
Incorporated by reference to Item 11 of the cover page pertaining to each reporting person. |
(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. |
CUSIP No. |
13G | Page |
7
|
of | 10 |
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 þ. |
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: |
KBC Asset Management NV is a wholly owned subsidiary of KBC Bank NV, which is a wholly owned subsidiary of KBC Group NV. |
Item 8 | Identification and Classification of Members of the Group: |
Not Applicable. |
Item 9 | Notice of Dissolution of Group: |
Not Applicable. |
Item 10 | Certification: |
CUSIP No. |
13G | Page |
8
|
of | 10 |
KBC Group NV |
||||
By: | /s/ Jan Vanhevel | |||
Name: | Jan Vanhevel | |||
Title: | CEO | |||
By: | /s/ Luc Philips | |||
Name: | Luc Philips | |||
Title: | Executive Director | |||
KBC Bank NV |
||||
By: | /s/ Jan Vanhevel | |||
Name: | Jan Vanhevel | |||
Title: | CEO | |||
By: | /s/ Luc Philips | |||
Name: | Luc Philips | |||
Title: | Executive Director | |||
KBC Asset Management NV |
||||
By: | /s/ Johan Lema | |||
Name: | Johan Lema | |||
Title: | Chairman of the Executive Committee | |||
By: | /s/ Wouter Vanden Eynde | |||
Name: | Wouter Vanden Eynde | |||
Title: | Executive Director | |||
CUSIP No. |
13G | Page |
9
|
of | 10 |
Exhibit No. | Exhibit | |
99.1
|
Joint Filing Agreement |
This ‘SC 13G/A’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 2/11/11 | SC 13G/A | ||
12/31/10 | 10-K, 13F-HR, 13F-HR/A | |||
10/11/10 | ||||
6/2/10 | SC 13G | |||
List all Filings |