o | Rule 13d-1(b) |
o | Rule 13d-1(c) |
þ | Rule 13d-1(d) |
1 | This CUSIP number applies to the Issuers American Depositary Shares, each representing two Ordinary Shares. |
CUSIP NO. 82859P 10 4 | Schedule 13G | Page 2 of 6 Pages |
1 | NAMES OF REPORTING PERSON New Good Management Limited |
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2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
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(a) o | |||||||
(b) þ | |||||||
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 EACH | 50,381,556 Ordinary Shares | ||||||
REPORTING | 7 | SOLE DISPOSITIVE POWER | |||||
PERSON | |||||||
WITH | 0 | ||||||
8 | SHARED DISPOSITIVE POWER | ||||||
50,381,556 Ordinary Shares | |||||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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50,381,556 Ordinary 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 | ||||||
40.6% | |||||||
12 | TYPE OF REPORTING PERSON | ||||||
CO |
CUSIP NO. 82859P 10 4 | Schedule 13G | Page 3 of 6 Pages |
ITEM 1(a).
|
NAME OF ISSUER: | |
Simcere Pharmaceutical Group (the Issuer) | ||
ITEM 1(b).
|
ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICES: | |
No. 699-18 Xuan Wu Avenue | ||
Xuan Wu District, Nanjing | ||
Jiangsu Province 210042 | ||
The Peoples Republic of China | ||
ITEM 2(a).
|
NAME OF PERSON FILING: | |
New Good Management Limited | ||
ITEM 2(b).
|
ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR, IF NONE, RESIDENCE: | |
No. 699-18 Xuan Wu Avenue | ||
Xuan Wu District, Nanjing | ||
Jiangsu Province 210042 | ||
The Peoples Republic of China | ||
ITEM 2(c)
|
CITIZENSHIP: | |
British Virgin Islands | ||
ITEM 2(d).
|
TITLE OF CLASS OF SECURITIES: | |
Ordinary Shares | ||
ITEM 2(e).
|
CUSIP NUMBER: | |
82859P 10 4 | ||
ITEM 3.
|
STATEMENT FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) or (c): | |
Not applicable. |
CUSIP NO. 82859P 10 4 | Schedule 13G | Page 4 of 6 Pages |
ITEM 4.
|
OWNERSHIP. | |
The following information with respect to the ownership of the Ordinary Shares of the Issuer by the person filing this statement is provided as of December 31, 2008. The percentage amount is based on 124,040,898 Ordinary Shares outstanding as of December 31, 2008, as derived from the Issuers corporate records. | ||
Number of shares as to which the person has: | ||||||||||||||||||||||
Sole power | Shared | |||||||||||||||||||||
Sole | Shared | to dispose | power to | |||||||||||||||||||
power to | power to | or to | dispose or | |||||||||||||||||||
Amount | vote or | vote or to | direct the | to direct the | ||||||||||||||||||
Reporting | beneficially | Percent | to direct | direct | disposition | disposition | ||||||||||||||||
Person | owned: | of class: | the vote: | the vote: | of: | of: | ||||||||||||||||
New Good
Management
Limited |
50,381,556 | 40.6 | % | | 50,381,556 | | 50,381,556 |
New Good Management Limited (NGM) is the record holder of 50,381,556 Ordinary Shares of the Issuer. Prior to May 2008, NGM did not have any controlling shareholder. In May 2008, Mr. Jinsheng Ren, the Chairman of the Board of Directors of NGM (Mr. Ren), became a controlling shareholder of NGM. Pursuant to Rule 13d-3 under the Act, Mr. Ren may be deemed to share with NGM the voting and dispositive power over the 50,381,556 Ordinary Shares held by NGM. | ||
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 5 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. | |
Not applicable | ||
ITEM 8.
|
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. | |
Not applicable |
CUSIP NO. 82859P 10 4 | Schedule 13G | Page 5 of 6 Pages |
ITEM 9.
|
NOTICE OF DISSOLUTION OF GROUP. | |
Not applicable | ||
ITEM 10.
|
CERTIFICATION. | |
Not applicable |
CUSIP NO. 82859P 10 4 | Schedule 13G | Page 6 of 6 Pages |
New Good Management Limited |
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By: | /s/ Jinsheng Ren | |||
Jinsheng Ren | ||||
Chairman | ||||