SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
Information to be Included in Statements Filed Pursuant to § 240.13d-1 (b), (c)
and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2.
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Trina Solar Limited
| (Name of Issuer) |
Ordinary Shares
| (Title of Class of Securities) |
G90565 10 5
| (CUSIP Number) |
December 31, 2007
| (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 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).
| CUSIP NO. G90565 10 5 | Schedule 13 G |
| 1 | NAME OF REPORTING PERSON
Sino Base Investment Co. Ltd. |
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| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
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| 3 | SEC USE ONLY
|
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| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5 SOLE VOTING POWER
103,798,300 ordinary shares | |
| 6 SHARED VOTING POWER
0 | ||
| 7 SOLE DISPOSITIVE POWER
103,798,300 ordinary shares | ||
| 8 SHARED DISPOSITIVE POWER
0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
103,798,300 ordinary shares |
|||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨ |
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| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.1% |
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| 12 | TYPE OF REPORTING PERSON
CO |
| CUSIP NO. G90565 10 5 | Schedule 13 G |
| 1 | NAME OF REPORTING PERSON
Sino Super Investment Limited |
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| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
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| 3 | SEC USE ONLY
|
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| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Hong Kong |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5 SOLE VOTING POWER
103,798,300 ordinary shares | |
| 6 SHARED VOTING POWER
0 | ||
| 7 SOLE DISPOSITIVE POWER
103,798,300 ordinary shares | ||
| 8 SHARED DISPOSITIVE POWER
0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
103,798,300 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
4.1% |
|||
| 12 | TYPE OF REPORTING PERSON
CO |
| CUSIP NO. G90565 10 5 | Schedule 13 G |
| 1 | NAME OF REPORTING PERSON
Lai Shing Yip |
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| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
|||
| 3 | SEC USE ONLY
|
|||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Hong Kong |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5 SOLE VOTING POWER
0 | |
| 6 SHARED VOTING POWER
103,798,300 ordinary shares | ||
| 7 SOLE DISPOSITIVE POWER
0 | ||
| 8 SHARED DISPOSITIVE POWER
103,798,300 ordinary shares |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
103,798,300 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
4.1% |
|||
| 12 | TYPE OF REPORTING PERSON
IN |
| ITEM 1 | (a). |
NAME OF ISSUER: | ||||||||||
| Trina Solar Limited (the “Issuer”) | ||||||||||||
| ITEM 1 | (b). |
ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES: | ||||||||||
| No. 2 Xin Yuan Yi Road, Electronics Park, New District, Changzhou, Jiangsu 213031, People’s Republic of China. | ||||||||||||
| ITEM 2 | (a). |
NAME OF PERSON FILING: | ||||||||||
| Sino Base Investment Co. Ltd.
Sino Super Investment Limited
Mr. Lai Shing Yip |
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| ITEM 2 | (b). |
ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR, IF NONE, RESIDENCE: | ||||||||||
| The registered address of Sino Base Investment Co. Ltd. is P.O. Box 3321, Road Town, Tortola, British Virgin Islands.
The registered address of Sino Super Investment Limited is Flat D, 27/F, Hong Kong Garden, 6-8 Seymour Road, Hong Kong.
The address of Mr. Lai Shing Yip is Flat D, 27/F, Hong Kong Garden, 6-8 Seymour Road, Hong Kong. |
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| ITEM 2 | (c). |
CITIZENSHIP: | ||||||||||
| The place of organization of Sino Base Investment Co. Ltd. is British Virgin Islands. The place of organization of Sino Super Investment Limited is Hong Kong. Mr. Lai Shing Yip is a Hong Kong citizen. | ||||||||||||
| ITEM 2 | (d). |
TITLE OF CLASS OF SECURITIES: | ||||||||||
| Ordinary Shares, $0.00001 par value | ||||||||||||
| ITEM 2 | (e). |
CUSIP NUMBER: | ||||||||||
| G90565 10 5 | ||||||||||||
| ITEM 3. | Not Applicable | |||||||||||
| ITEM 4. | OWNERSHIP: | |||||||||
| Reporting person |
Amount beneficially owned: |
Percent of class: |
Sole power to vote or direct the vote: |
Shared power to vote or to direct the vote: |
Sole power to dispose or to direct the disposition of: |
Shared power to dispose or to direct the disposition of: | ||||||
| Sino Base Investment Co. Ltd. |
103,798,300 ordinary shares |
4.1% | 103,798,300 ordinary shares |
0 | 103,798,300 ordinary shares |
0 | ||||||
| Sino Super Investment Limited |
103,798,300 ordinary shares |
4.1% | 103,798,300 ordinary shares |
0 | 103,798,300 ordinary shares |
0 | ||||||
| Mr. Lai Shing Yip |
103,798,300 ordinary shares |
4.1% | 0 | 103,798,300 ordinary shares |
0 | 103,798,300 ordinary shares | ||||||
| As of December 31, 2007, Sino Base Investment Co. Ltd. was the record owner of 103,798,300 ordinary shares of the Issuer, which were represented by 1,037,983 American Depository Shares. Sino Super Investment Limited is the sole shareholder of Sino Base Investment Co. Ltd. Mr. Lai Shing Yip is the controlling shareholder of Sino Super Investment Limited. Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), each of Sino Super Investment Limited and Mr. Lai Shing Yip may be deemed to beneficially own all of the shares held by Sino Base Investment Co. Ltd. | ||||||||||||
| ITEM 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS: | |||||||||
| 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: | |||||||||
| 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 | ||||||||||
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.
| Dated: January 31, 2008 | ||||
| Sino Base Investment Co. Ltd. | By: | /s/ Lai Shing Yip | ||
| Name: | Lai Shing Yip | |||
| Title: | Director | |||
| Sino Super Investment Limited | By: | /s/ Lai Shing Yip | ||
| Name: | Lai Shing Yip | |||
| Title: | Director | |||
| Lai Shing Yip | /s/ Lai Shing Yip | |||
| Lai Shing Yip | ||||
LIST OF EXHIBITS
| Exhibit No. |
Description | |
| A | Joint Filing Agreement |