UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
SouFun Holdings Limited
(Name of Issuer)
Class A and Class B Ordinary Shares
(Title of Class of Securities)
836034108
(CUSIP Number)
June 17, 2011
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x 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 7 pages
| CUSIP No. 836034108 |
| 1. |
Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
Tianquan Mo | |||||
| 2. | Check the Appropriate Box If A Member of A Group (See Instructions) (a) x (b) ¨
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
PRC | |||||
|
Number of Shares Beneficially Owned By Each Reporting Person With: |
5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
3,038,607 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
3,038,607 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
|
9. |
Aggregate Amount Beneficially Owned By Each Reporting Person
3,038,607 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
| 10. |
Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares ¨
| |||||
| 11. |
Percent of Class Represented By Amount In Row (9)
Class A: 5.3%, Class B: 45.8% | |||||
| 12. |
Type of Reporting Person
IN | |||||
Page 2 of 7 pages
| CUSIP No. 836034108 |
| 1. |
Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
Next Decade Investments Limited | |||||
| 2. | Check the Appropriate Box If A Member of A Group (See Instructions) (a) x (b) ¨
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
British Virgin Islands | |||||
|
Number of Shares Beneficially Owned By Each Reporting Person With: |
5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
3,038,607 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
3,038,607 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
|
9. |
Aggregate Amount Beneficially Owned By Each Reporting Person
3,038,607 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
| 10. |
Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares ¨
| |||||
| 11. |
Percent of Class Represented By Amount In Row (9)
Class A: 5.3%, Class B: 45.8% | |||||
| 12. |
Type of Reporting Person
CO | |||||
Page 3 of 7 pages
| CUSIP No. 836034108 |
| 1. |
Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
Credit Suisse Trust Limited as Trustees of KM & KM Trust | |||||
| 2. | Check the Appropriate Box If A Member of A Group (See Instructions) (a) x (b) ¨
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
Singapore | |||||
|
Number of Shares Beneficially Owned By Each Reporting Person With: |
5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
3,038,607 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
3,038,607 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
|
9. |
Aggregate Amount Beneficially Owned By Each Reporting Person
3,038,607 Class A ordinary shares and 11,985,145 Class B ordinary shares | |||||
| 10. |
Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares ¨
| |||||
| 11. |
Percent of Class Represented By Amount In Row (9)
Class A: 5.3%, Class B: 45.8% | |||||
| 12. |
Type of Reporting Person
CO | |||||
Page 4 of 7 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) | ¨ | Broker or dealer registered under Section 15 of the Exchange Act (15 U.S.C. 78o). | ||||||||||
| (b) | ¨ | Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c). | ||||||||||
| (c) | ¨ | Insurance company as defined in Section 3(a)(19) of the Exchange Act (15 U.S.C. 78c). | ||||||||||
| (d) | ¨ | Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | ||||||||||
| (e) | ¨ | An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E); | ||||||||||
| (f) | ¨ | An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F); | ||||||||||
| (g) | ¨ | A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G); | ||||||||||
| (h) | ¨ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | ||||||||||
| (i) | ¨ | 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) | ¨ | Group, in accordance with 240.13d-1(b)(1)(ii)(J). | ||||||||||
Page 5 of 7 pages
| 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: | |||||||||
| 3,038,607 Class A ordinary shares and 11,985,145 Class B ordinary shares | ||||||||||
| (b) | Percent of class: | |||||||||
| Class A: 5.3%, Class B: 45.8% | ||||||||||
| (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: | |||||||||
| 3,038,607 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: | |||||||||
| 3,038,607 Class A ordinary shares and 11,985,145 Class B ordinary shares | ||||||||||
| 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 ¨. | ||||||||||
| 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 6 of 7 pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 10, 2012
| /s/ Tianquan Mo | ||
| Tianquan Mo | ||
| /s/ Jing Cao | ||
| Name: Jing Cao | ||
| Next Decade Investments Limited | ||
| /s/ Mabel Chan | ||
| Name: Mabel Chan | ||
| Credit Suisse Trust Limited as Trustees of KM & KM Trust | ||
| /s/ Dominik Birri | ||
| Name: Dominik Birri | ||
| Credit Suisse Trust Limited as Trustees of KM & KM Trust | ||
Page 7 of 7 pages