 |
SECURITIES AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN
STATEMENTS FILED PURSUANT TO
RULES 13d-1(b), (c), AND (d) AND
AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(b)
(Amendment No.
___)*
|
China
Architectural Engineering, Inc.
|
|
(Name
of Issuer)
|
|
Common
Stock, $0.001
|
|
(Title
of Class of Securities)
|
|
16937S102
|
|
(CUSIP
Number)
|
|
July
30, 2008
|
|
(Date
of Event which Requires Filing of this
Statement)
|
Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
| o |
Rule
13d-1(b)
|
|
| x |
Rule
13d-1(c)
|
|
| o |
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 the
disclosures provided in a prior cover page.
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).
| CUSIP No. 16937S102 |
13G
|
|
|
1
|
NAME
OF REPORTING PERSONS
ABN
AMRO Bank N.V.
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
|
o
o
|
|
3
|
SEC
USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Country
of Origin: The
Netherlands Registered: The
Netherlands
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING
POWER
|
|
6
|
SHARED
VOTING
POWER
2,969,642
|
|
|
7
|
SOLE
DISPOSITIVE POWER
|
|
|
8
|
SHARED
DISPOSITIVE POWER
2,969,642
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,969,642
|
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.72%
|
|
|
12
|
TYPE
OF REPORTING PERSON
CO
|
Page 2 of
10
| CUSIP No. 16937S102 |
13G
|
|
|
1
|
NAME
OF REPORTING PERSONS
ABN
AMRO Holding N.V.
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
|
o
o
|
|
3
|
SEC
USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Country
of Origin: The
Netherlands
Registered: The
Netherlands
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING
POWER
|
|
6
|
SHARED
VOTING
POWER
2,969,642
|
|
|
7
|
SOLE
DISPOSITIVE POWER
|
|
|
8
|
SHARED
DISPOSITIVE POWER
2,969,642
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,969,642
|
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.72%
|
|
|
12
|
TYPE
OF REPORTING PERSON
HC,
CO
|
Page 3
of 10
| CUSIP No. 16937S102 |
13G
|
|
|
1
|
NAME
OF REPORTING PERSONS
RFS
Holdings B.V.
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
|
o
o
|
|
3
|
SEC
USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Country
of Origin: The
Netherlands
Registered: The
Netherlands
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING
POWER
|
|
6
|
SHARED
VOTING
POWER
2,969,642
|
|
|
7
|
SOLE
DISPOSITIVE POWER
|
|
|
8
|
SHARED
DISPOSITIVE POWER
2,969,642
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,969,642
|
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.72%
|
|
|
12
|
TYPE
OF REPORTING PERSON
HC,
CO
|
Page 4
of 10
| CUSIP No. 16937S102 |
13G
|
|
|
1
|
NAME
OF REPORTING PERSONS
The
Royal Bank of Scotland Group Plc
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
|
o
o
|
|
3
|
SEC
USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Country
of Origin: The
Netherlands
Registered: The
Netherlands
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING
POWER
|
|
6
|
SHARED
VOTING
POWER
2,969,642
|
|
|
7
|
SOLE
DISPOSITIVE POWER
|
|
|
8
|
SHARED
DISPOSITIVE POWER
2,969,642
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,969,642
|
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.72%
|
|
|
12
|
TYPE
OF REPORTING PERSON
HC,
CO
|
Page 5
of 10
|
Item
1(a).
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Name
of Issuer:
|
China
Architectural Engineering, Inc.
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Item
1(b).
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Address
of Issuer’s Principal Executive
Offices:
|
105 Baishi
Rd., Jiuzhou West Avenue, Zhuhai, 519070, People’s Republic of
China
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Item
2(a).
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Name
of Person Filing:
|
This
Schedule 13G is being filed by The Royal Bank of Scotland Group Plc (“RBSG”), a
public limited company incorporated in the United Kingdom and registered in
Scotland. The persons reporting information on this Schedule 13G
include, in addition to RBSG, RFS Holdings B.V., a private company incorporated
and registered in The Netherlands (“RFS”); ABN AMRO Holding N.V. (“AAH”), a
public limited company incorporated and registered in The Netherlands; and ABN
AMRO Bank N.V. (“AAB”), a public limited company incorporated and registered in
The Netherlands. Both AAH and RBSG are bank holding companies within
the meaning of the Bank Holding Company Act of 1956, as amended. All
of the shares of AAB are owned by AAH, 100% of the shares of AAH are owned by
RFS and 38.34% of the shares of RFS are owned by RBSG.
|
Item
2(b).
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Address
of Principal Business Office or, if None,
Residence:
|
The
registered office of RBSG is located at 36 St. Andrew Square, Edinburgh,
Scotland EH12 1HQ.
The
registered office of RFS is located at Strawinskylaan 3105, 1077 ZX, Amsterdam,
Netherlands.
The
registered offices of AAH and AAB are located at Gustav Maherlaan, 10, 1082 PP,
Amsterdam, The Netherlands.
|
Item
2(c).
|
Citizenship:
|
RBSG is
organized in the United Kingdom.
RFS, AAH
and AAB are organized in the Netherlands.
|
Item
2(d).
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Title
of Class of Securities:
|
Common
Stock, $0.001
|
Item
2(e).
|
CUSIP
Number:
|
16937S102
|
Item
3.
|
If
this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c),
Check Whether the Person Filing is
a:
|
|
(a)
|
o
Broker
or dealer registered under Section 15 of the Act (15 U.S.C.
78o);
|
|
(b)
|
o
Bank
as defined in Section 3(a)(6) of the Act (15 U.S.C.
78c);
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(c)
|
o
Insurance
company as defined in Section 3(a)(19) of the Act (15 U.S.C.
78c);
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Page 6 of
10
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(d)
|
o
Investment
company registered under Section 8 of the Investment Company Act of 1940
(15 U.S.C. 80a-8);
|
|
(e)
|
o
An
investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E);
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(f)
|
o
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)
|
o
Group,
in accordance with
§240.13d-1(b)(1)(ii)(J).
|
|
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None
of the above.
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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 issuer identified in Item 1.
|
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(a)
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Amount
beneficially owned: AAB is the record owner of 2,969,642 shares
of the Issuer (the “Record Shares”) as of July 30, 2008. As AAH
holds 100% of the shares of AAB, AAH may be deemed to own, beneficially,
the Record Shares. As RFS holds 100% of the shares of AAH, RFS
may be deemed to own, beneficially the Record Shares. As RBSG
owns 38.34% of the shares of RFS, RBSG may be deemed to own, beneficially,
the Record Shares.
|
|
|
(b)
|
Percent
of class: See Line 11 of cover sheets. The
percentages set forth on the cover sheets are calculated based on
51,885,446 of Ordinary Shares reported to be outstanding (Information
provided by Bloomberg).
|
|
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(c)
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Number
of shares as to which such person
has:
|
|
|
(i)
|
Sole
power to vote or to direct the vote: See Line 5 of cover
sheets
|
|
|
(ii)
|
Shared
power to vote or to direct the vote: See Line 6 of cover
sheets.
|
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of: See Line 7 of
cover
sheets.
|
|
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(iv)
|
Shared
power to dispose or to direct the disposition of: See Line 8 of
cover
sheets.
|
|
Item
5.
|
Ownership
of Five Percent or Less of a Class.
|
Not
applicable.
|
Item
6.
|
Ownership
of More than Five Percent on Behalf of Another
Person.
|
Not
applicable.
Page 7 of
10
|
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. The Reporting Persons expressly disclaim membership in a
“group” as used in Rule 13d-1(b)(ii)(J).
|
Item
9.
|
Notice
of Dissolution of Group.
|
Not
applicable.
|
Item
10.
|
Certifications.
|
By signing
below I certify that, to the best of my knowledge and belief, the securities
referred to above were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or
effect.
Page 8 of
10
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.
Date: November
12, 2008
|
THE
ROYAL BANK OF SCOTLAND GROUP plc
|
||||
|
|
By:
|
/s/ Richard Hopkins | ||
| Name: |
Richard
Hopkins
|
|||
| Title: |
Manager,
Share Aggregation Unit
|
|||
|
RFS
HOLDINGS B.V.
|
||||
|
|
By:
|
/s/ Richard Hopkins | ||
| Name: |
Richard
Hopkins
|
|||
| Title: |
Manager,
Share Aggregation Unit, RBSG
|
|||
|
ABN
AMRO HOLDING N.V.
|
||||
|
|
By:
|
/s/ Anita Peloso | ||
| Name: |
Anita
Peloso
|
|||
| Title: |
Vice
President, Compliance Department
|
|||
|
ABN
AMRO BANK N.V.
|
||||
|
|
By:
|
/s/ Anita Peloso | ||
| Name: |
Anita
Peloso
|
|||
| Title: |
Vice
President, Compliance Department
|
|||
Page 9 of
10
AGREEMENT
Pursuant
to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the
undersigned hereby agree that this statement containing the information required
by Schedule 13G is filed on behalf of each of the undersigned with respect to
the ownership of Exchange Traded Fund Securities of Ishares S&P Global
Infrastructure Index Fund.
EXECUTED
as a sealed instrument this 12th
day of November, 2008.
|
THE
ROYAL BANK OF SCOTLAND GROUP plc
|
||||
|
|
By:
|
/s/ Richard Hopkins | ||
| Name: |
Richard
Hopkins
|
|||
| Title: |
Manager,
Share Aggregation Unit
|
|||
|
RFS
HOLDINGS B.V.
|
||||
|
|
By:
|
/s/ Richard Hopkins | ||
| Name: |
Richard
Hopkins
|
|||
| Title: |
Manager,
Share Aggregation Unit, RBSG
|
|||
|
ABN
AMRO HOLDING N.V.
|
||||
|
|
By:
|
/s/ Anita Peloso | ||
| Name: |
Anita
Peloso
|
|||
| Title: |
Vice
President, Compliance Department
|
|||
|
ABN
AMRO BANK N.V.
|
||||
|
|
By:
|
/s/ Anita Peloso | ||
| Name: |
Anita
Peloso
|
|||
| Title: |
Vice
President, Compliance Department
|
|||
Page 10 of
10