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The
Descartes Systems Group Inc.
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(Name of
Issuer)
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(Title of Class of
Securities)
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| x | Rule 13d-1(b) | |
| o | Rule 13d-1(c) | |
| o | Rule 13d-1(d) |
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CUSIP No. 249906108
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13G
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Page 2 of 6
Pages
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1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a)
o
(b) o |
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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
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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
4,464,400
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6
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SHARED
VOTING POWER
1,302,600
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7
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SOLE
DISPOSITIVE POWER
5,767,000
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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
5,767,000
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10
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CHECK
BOX 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
9.41% |
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12
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TYPE
OF REPORTING PERSON
IA |
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Item 1(a).
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Name
of Issuer:
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The Descartes Systems Group
Inc.
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Item 1(b).
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Address
of Issuer’s Principal Executive Offices:
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120
Randall Drive
Waterloo,
Ontario
N2V
1C6
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Item 2(a).
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Name
of Persons Filing:
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Item 2(b).
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Address
of Principal Business Office, or if None, Residence:
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Scotia
Plaza, 55th
Floor
Toronto,
ON M5H 3Y2 Canada
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Item 2(c).
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Citizenship:
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Item 2(d).
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Title
of Class of Securities:
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Item 2(e).
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CUSIP
Number:
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249906108
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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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(a)
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o |
Broker
or dealer registered under Section 15 of the Exchange Act (15 U.S.C.
78o).
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(b)
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o |
Bank
as defined in Section 3(a)(6) of the Act (15 U.S.C.
78c).
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(c)
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Insurance
company as defined in Section 3(a)(19) of the Exchange Act (15 U.S.C.
78c).
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(d)
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Investment
company registered under Section 8 of the Investment Company Act of
1940 (15 U.S.C. 80a-8).
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(e)
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x |
An
investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
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(f)
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An
employee benefit plan or endowment fund in accordance with
240.13d-1(b)(1)(ii)(F);
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(g) | o |
A
parent holding company or control person in accordance with
240.13d-1(b)(1)(ii)(G);
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(h) | o |
A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813);
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(i) | o |
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);
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(j)
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o |
Group,
in accordance with 240.13d-1(b)(1)(ii)(J).
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Item
4.
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Ownership.
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Provide
the following information regarding the aggregate number and percentage of
the class of securities of the issuer identified in Item
1.
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(a)
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Amount
beneficially owned:
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5767000
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(b)
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Percent
of class:
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9.41%
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(c)
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Number
of shares as to which the person has:
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(i)
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Sole
power to vote or direct the vote:
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4464400
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(ii)
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Shared
power to vote or to direct the vote:
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1302600
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(iii)
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Sole
power to dispose or to direct the disposition of:
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5767000
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(iv)
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Shared
power to dispose or to direct the disposition of:
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0
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Item 5.
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Ownership
of Five Percent or Less of a Class.
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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 . o
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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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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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Item 8.
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Identification
and Classification of Members of the Group.
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Item 9.
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Notice
of Dissolution of Group.
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Item 10.
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Certification.
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February 10,
2010
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Date
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Signature
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Name/Title
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