Unassociated Document
 
CUSIP No. 16949H102
  
Page 1 of  6 Pages
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
SCHEDULE 13D/A
(Amendment No. 1)
 
Under the Securities Exchange Act of 1934
 
ChinaNet Online Holdings, Inc.
(Name of Issuer)
 
Common Stock, $0.001 par value per share
 (Title of Class of Securities)
 
16949H102
 (CUSIP Number)
 
Mitchell S. Nussbaum, Esq.
Loeb & Loeb LLP
345 Park Avenue
New York, New York 10154
(212) 407-4159  (212) 407-4159
  (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
 
June 26, 2009
(Date of Event Which Requires Filing of This Statement)
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box o.
 
Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
 
* 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).
 
(Continued on following pages)
(Page 1 of 6 Pages)
 
 
 
CUSIP No. 16949H102
  
Page 2 of  6 Pages

1
NAME OF REPORTING PERSONS
SHAO YIN YIN
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  ¨
(b)  ¨
3
SEC USE ONLY
4
SOURCE OF FUNDS*
OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
  ¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
PEOPLE’S REPUBLIC OF CHINA
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7
SOLE VOTING POWER
20.02%
8
SHARED VOTING POWER
-0-
9
SOLE DISPOSITIVE POWER
20.02%
10
SHARED DISPOSITIVE POWER
-0-
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,158,160
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
¨
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.02%
14
TYPE OF REPORTING PERSON*
IN

 
 
 
CUSIP No. 16949H102
  
Page 3 of  6 Pages

1
NAME OF REPORTING PERSONS
SURPLUS ELEGANT INVESTMENT LIMITED
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  ¨
(b)  ¨
3
SEC USE ONLY
4
SOURCE OF FUNDS*
OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
  ¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
BRITISH VIRGIN ISLANDS
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7
SOLE VOTING POWER
11.91%
8
SHARED VOTING POWER
-0-
9
SOLE DISPOSITIVE POWER
11.91%
10
SHARED DISPOSITIVE POWER
-0-
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,879,080
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
¨
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.91%
14
TYPE OF REPORTING PERSON*
CO

 
 

CUSIP No. 16949H102
  
Page 4 of  6 Pages

1
NAME OF REPORTING PERSONS
ALLGLAD LIMITED
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  ¨
(b)  ¨
3
SEC USE ONLY
4
SOURCE OF FUNDS*
OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
  ¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
BRITISH VIRGIN ISLANDS
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7
SOLE VOTING POWER
8.11%
8
SHARED VOTING POWER
-0-
9
SOLE DISPOSITIVE POWER
8.11%
10
SHARED DISPOSITIVE POWER
-0-
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,279,080
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
¨
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.11%
14
TYPE OF REPORTING PERSON*
CO    

 
 
 
CUSIP No. 16949H102
  
Page 5 of  6 Pages
  
EXPLANATORY NOTE

This Amendment No. 1 to Schedule 13D amends and supplements the Schedule 13D (the “Schedule 13D”) filed by the parties with the Securities and Exchange Commission (the “Commission”) on July 6, 2009. This Amendment is not being filed to reflect any new event, but to amend and supplement previous disclosure.  Except as specifically amended below, all other provisions of the Schedule 13D remain in effect.
 
Item 5 of the Schedule 13D is hereby amended and restated in its entirety as seth forth below:
 
Item 5.
Interest in Securities of the Company.
 
(a)       The Reporting Persons beneficially own an aggregate of 3,158,160 shares of Common Stock, representing approximately 20.02% of the total issued and outstanding shares of Common Stock (based on 15,774,300 shares of Common Stock issued and outstanding after the Share Exchange) (the “Subject Shares”).
 
(b)       Each of the Reporting Persons has sole voting and dispositive power over the Subject Shares as set forth in the pages prior to Item 1 of this Schedule 13D.
 
(c)       Other than the acquisition of the Subject Shares as reported on this Schedule 13D, none of the Reporting Persons has effected any transactions in the Common Stock during the past 60 days.
 
(d)       Even though Yin Yin Shao is the sole shareholder of Surplus and Allglad, other investors hold passive economic interests in Surplus and Allglad and have a right to the proceeds of any sale of the Subject Shares and/or the right to receive dividends on the Subject Shares.  To the knowledge of the Reporting Persons, none of such investors hold a passive interest of more than five percent of the issued and outstanding shares of Common Stock.
 
(e)       Not applicable.

 
 

CUSIP No. 16949H102
  
Page 6 of  6 Pages
 
SIGNATURES
 
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
 
Dated:  November 30, 2009
 
 
ALLGLAD LIMITED
  
       
 
By:
/s/ Yin Yin Shao
  
   
Name: Yin Yin Shao
  
   
Title: Director
  
 
 
SURPLUS ELEGANT INVESTMENT
LIMITED
  
       
 
By:
/s/ Yin Yin Shao
  
   
Name: Yin Yin Shao
  
   
Title: Director
  
 
   
/s/ Yin Yin Shao
  
   
Yin Yin Shao