Unassociated Document
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549

SCHEDULE 13D/A

UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)

China Cord Blood Corporation
(Name of Issuer)

Ordinary Shares, par value $0.0001
(Title and Class of Securities)

G21107100
(CUSIP Number)
 
Yuen Kam
48th Floor, Bank of China Tower,
1 Garden Road, Central,
Hong Kong S.A.R.
(852) 3605-8180
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
 
With a copy to:
 
Mitchell S. Nussbaum, Esq.
Loeb & Loeb LLP
345 Park Avenue
New York, NY10154
 (212) 407-4159

June 20, 2011
(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. ¨
 
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).
 
 
 

 
Page 2 of 5 Pages
 
CUSIP No.  G21107100
 
SCHEDULE 13D/A
1
NAME OF REPORTING PERSON
 
Golden Meditech Stem Cells (BVI) Company 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
 
7
SOLE VOTING POWER
 
29,822,878
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH
8
SHARED VOTING POWER
 
    -0-
9
SOLE DISPOSITIVE POWER
 
29,822,878
 
10
SHARED DISPOSITIVE POWER
 
    -0-
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
29,822,878
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES   ¨ 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
39.5% (1)
14
TYPE OF REPORTING PERSON
 
CO
 
 
(1)
Based upon 75,406,875 ordinary shares outstanding as of March 31, 2011, as disclosed in the Issuer’s Form 6-K filed with the Securities and Exchange Commission on June 10, 2011.
 
 
 

 
 
Page 3 of 5 Pages
 
CUSIP No.  G21107100
 
SCHEDULE 13D/A
1
NAME OF REPORTING PERSON
 
Golden Meditech Holdings Limited
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  ¨   
    (b)  ¨   
3
SEC USE ONLY
 
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS  2(d) or 2(e)     ¨
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Cayman Islands
 
7
SOLE VOTING POWER
 
29,822,878
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH
8
SHARED VOTING POWER
 
    -0-
9
SOLE DISPOSITIVE POWER
 
29,822,878
 
10
SHARED DISPOSITIVE POWER
 
    -0-
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
29,822,878
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES   ¨ 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
39.5% (1)
14
TYPE OF REPORTING PERSON
 
CO
 
 
(1)
Based upon 75,406,875 ordinary shares outstanding as of March 31, 2011, as disclosed in the Issuer’s Form 6-K filed with the Securities and Exchange Commission on June 10, 2011.
 
 
 

 
 
Page 4 of 5 Pages
 
Item 1.  Security and Issuer

This Amendment No. 1 ( “Amendment”) relates to the ordinary shares, par value $0.0001 (the “Ordinary Shares”), of China Cord Blood Corporation, a Cayman Islands corporation (the “Issuer” or “CCBC”).  This Amendment is being filed jointly by Golden Meditech Stem Cells (BVI) Company Limited, a British Virgin Islands company (“GM Stem Cells”), and Golden Meditech Holdings Limited, a Cayman Islands company (“Golden Meditech” and, collectively with GM Stem Cells, the “Reporting Persons”)

This Amendment amends the Items set forth below of the Statement of Beneficial Ownership on Schedule 13D initially filed on July 9, 2009 (the “Statement”) with the Securities and Exchange Commission by supplementing the Statement with the information set forth herein.


Item 3.  Source and Amount of Funds or Other Consideration

Between December 2010 and June 2011, the Reporting Persons acquired an aggregate of 754,791 Ordinary Shares through several open market purchases.  Such purchases were funded by internal resources.


Item 5.  Interest in Securities of the Issuer

As of the date hereof, the Reporting Persons beneficially owned a total of 29,822,878 Ordinary Shares, which represents approximately 39.5% of the Issuer’s outstanding Ordinary Shares based on 75,406,875 ordinary shares outstanding as of March 31, 2011, as disclosed in the Issuer’s Form 6-K filed with the Securities and Exchange Commission on June 10, 2011.  The number of Ordinary Shares as to which each Reporting Person has or shares voting or dispositive authority is set forth in Items 7 and 9 of each of the cover pages to this Statement (pages 2 through 3 hereof) relating to each such Reporting Persons (which are incorporated into this Item 5 by this reference).

The following table provides a description of the transactions in the Ordinary Shares by the Reporting Persons during the past 60 days:

Date of
Transaction
Number of
Shares
Price Per
Share
Type of Transaction
May 13, 2011
2,639
3.00
Open Market (NYSE)
May 17, 2011
7,338
3.00
Open Market (NYSE)
June 6, 2011
16,164
3.00
Open Market (NYSE)
June 7, 2011
4,231
3.00
Open Market (NYSE)
June 8, 2011
11,818
3.00
Open Market (NYSE)
June 9, 2011
3,400
3.00
Open Market (NYSE)
June 10, 2011
166
3.00
Open Market (NYSE)
June 13, 2011
51,300
3.00
Open Market (NYSE)
June 14, 2011
108,309
3.00
Open Market (NYSE)
June 15, 2011
15,400
3.00
Open Market (NYSE)
June 20, 2011
26,464
3.00
Open Market (NYSE)


 
 

 
 
Page 5 of 5 Pages
 

SIGNATURES

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:  June 23, 2011
 
 
GOLDEN MEDITECH STEM CELLS (BVI) COMPANY LIMITED
 
       
 
By:
/s/ Kam Yuen  
  Name:  Kam Yuen  
  Title:  Director  
       
 
 
GOLDEN MEDITECH HOLDINGS LIMITED
 
       
 
By:
/s/ Kam Yuen  
  Name:  Kam Yuen  
  Title:  Chairman and Chief Executive Officer