Amended Statement of Ownership (sc 13g/a)
February 14 2019 - 6:24AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule
13d-102)
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
Noah Holdings
Limited
(Name of Issuer)
Ordinary Shares, Par Value US$0.0005 Per Share
1
(Title of Class of Securities)
65487X102
2
(CUSIP Number)
December 31, 2018
(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)
☒ Rule
13d-1(d)
*
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The remainder of this cover page shall be filled out for a reporting persons 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.
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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).
1
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Two American depositary shares represent one ordinary share.
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2
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This CUSIP number applies to the Issuers American depositary shares.
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CUSIP No. 65487X102
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13G
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Page 1 of 4
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1
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NAMES OF
REPORTING PERSON
Chia-Yue Chang
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Republic of China
(Taiwan)
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
2,046,533.5 ordinary shares
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
2,046,533.5 ordinary shares
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,046,533.5 ordinary shares
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES ☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
6.8%
3
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12
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TYPE OF REPORTING PERSON
IN
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3
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Based on 30,064,774 ordinary shares outstanding as of December 31, 2018
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1
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CUSIP No. 65487X102
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13G
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Page 2 of 4
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1
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NAMES OF
REPORTING PERSON
Jia Investment Co., Ltd.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
British Virgin
Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
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5
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SOLE VOTING POWER
2,046,533.5 ordinary shares
|
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
2,046,533.5 ordinary shares
|
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8
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SHARED DISPOSITIVE POWER
0
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|
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,046,533.5 ordinary shares
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES ☐
|
11
|
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
6.8%
4
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12
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TYPE OF REPORTING PERSON
CO
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4
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Based on 30,064,774 ordinary shares outstanding as of December 31, 2018
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2
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CUSIP No. 65487X102
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13G
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Page 3 of 4
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Item 1(a).
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NAME OF ISSUER
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Noah Holdings Limited
Item 1(b).
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ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICES
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No. 1687 Changyang Road, Changyang Valley, Building 2, Shanghai 200090, The Peoples Republic of China
Item 2(a).
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NAME OF PERSON FILING
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Chia-Yue Chang
Jia Investment
Co., Ltd.
Item 2(b).
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ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
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For each of Chia-Yue Chang and Jia Investment Co., Ltd.:
Building 2, 1687 Changyang Road, Yangpu District, Shanghai, P.R. China, 200090
Ms. Chia-Yue Chang is a citizen of Republic of China (Taiwan).
Jia Investment Co., Ltd. is a British Virgin Islands company.
Item 2(d).
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TITLE OF CLASS OF SECURITIES
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Ordinary shares, par value US$0.0005 per share
65487X102.
This CUSIP number
applies to the issuers American depositary shares; Two American depositary shares represent one ordinary share.
Item 3.
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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:
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Not applicable.
The information required by Items 4(a) - (c) is set forth in Rows 5-11 of the cover page hereto and is incorporated herein by reference.
Jia Investment Co., Ltd. is the record owner of 2,046,533.5 ordinary shares of the Issuer. Jia Investment Co., Ltd. is wholly owned and
controlled by Ms. Chia-Yue Chang.
Item 5.
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OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
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Not applicable.
3
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CUSIP No. 65487X102
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13G
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Page 4 of 4
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Item 6.
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OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
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Not applicable.
Item 7.
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IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE
PARENT HOLDING COMPANY OR CONTROL PERSON
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Not applicable.
Item 8.
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IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
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Not applicable.
Item 9.
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NOTICE OF DISSOLUTION OF GROUP
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Not applicable.
Not applicable.
4
SIGNATURES
After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this
statement is true, complete and correct.
DATED: February 14, 2019
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JIA INVESTMENT CO., LTD.
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By:
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/s/
Chia-Yue
Chang
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Name:
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Chia-Yue
Chang
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Title:
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Director
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CHIA-YUE
CHANG
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By:
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/s/
Chia-Yue
Chang
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Name:
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Chia-Yue
Chang
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5
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Exhibit
No.
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Description
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99.1*
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Joint Filing Agreement, dated February 13, 2012, by and between Jia Investment Co., Ltd. and
Chia-Yue
Chang
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6
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