UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
Bank of America Corporate Center
100 N. Tryon Street
Charlotte, North Carolina 28255
Receive Notices and Communications)
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 Rule 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).
** The CUSIP number refers to the American Depositary Shares that relate to the Ordinary Shares and trade on the New York Stock Exchange. The Ordinary Shares of China Hydroelectric Corporation are not publicly traded in the United States.
CUSIP No. | 16949D101 | Page | 2 | of | 11 | Pages |
1. | NAMES OF REPORTING PERSONS. Bank of America Corporation | ||||||||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3. | SEC USE ONLY | ||||||||||
4. | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
AF, OO | |||||||||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
þ | |||||||||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7. | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8. | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 38,744,395 | ||||||||||
EACH | 9. | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10. | SHARED DISPOSITIVE POWER | |||||||||
38,744,395 | |||||||||||
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
38,744,395 | |||||||||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
25.3% | |||||||||||
14. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
HC |
3
CUSIP No. | 16949D101 | Page | 3 | of | 11 | Pages |
1. | NAMES OF REPORTING PERSONS. Blue Ridge Investments, L.L.C. | ||||||||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3. | SEC USE ONLY | ||||||||||
4. | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
OO | |||||||||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7. | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8. | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 7,885,431 | ||||||||||
EACH | 9. | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10. | SHARED DISPOSITIVE POWER | |||||||||
7,885,431 | |||||||||||
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
7,885,431 | |||||||||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
5.1% | |||||||||||
14. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
OO |
3
CUSIP No. | 16949D101 | Page | 4 | of | 11 | Pages |
1. | NAMES OF REPORTING PERSONS. CPI Ballpark Investments Ltd. | ||||||||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3. | SEC USE ONLY | ||||||||||
4. | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
OO | |||||||||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Mauritius | |||||||||||
7. | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8. | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 30,858,964 | ||||||||||
EACH | 9. | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10. | SHARED DISPOSITIVE POWER | |||||||||
30,858,964 | |||||||||||
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
30,858,964 | |||||||||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
20.1% | |||||||||||
14. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
OO |
4
5
(i) | sole power to vote or to direct the vote: | ||
See Item 7 on the cover page(s) hereto. | |||
(ii) | shared power to vote or to direct the vote: | ||
See Item 8 on the cover page(s) hereto. | |||
(iii) | sole power to dispose or to direct the disposition of: | ||
See Item 9 on the cover page(s) hereto. | |||
(iv) | shared power to dispose or to direct the disposition of: | ||
See Item 10 on the cover page(s) hereto. |
6
7
Date: | July 27, 2010 | BANK OF AMERICA CORPORATION | |||
By: | /s/ Debra Cho | ||||
Name: | Debra Cho | ||||
Title: | Senior Vice President | ||||
July 27, 2010 | BLUE RIDGE INVESTMENTS, L.L.C. | ||||
By: | /s/ Gary Tsuyuki | ||||
Name: | Gary Tsuyuki | ||||
Title: | Managing Director | ||||
July 27, 2010 | CPI BALLPARK INVESTMENTS LTD. | ||||
By: | /s/ Darren Massara | ||||
Name: | Darren Massara | ||||
Title: | Director |
8
Position with Bank of | ||||
Name | America Corporation | Principal Occupation | ||
Brian T. Moynihan | Chief Executive Officer, President and Director | Chief Executive Officer and President of Bank of America Corporation | ||
Neil A. Cotty | Chief Accounting Officer | Chief Accounting Officer, Bank of America Corporation | ||
David C. Darnell | President, Global Commercial Banking | President, Global Commercial Banking of Bank of America Corporation | ||
Barbara J. Desoer | President, Bank of America Home Loans and Insurance | President, Bank of America Home Loans and Insurance of Bank of America Corporation | ||
Sallie L. Krawcheck | President, Global Wealth and Investment Management | President, Global Wealth and Investment Management of Bank of America Corporation | ||
Thomas K. Montag | President, Global Banking and Markets | President, Global Banking and Markets of Bank of America Corporation | ||
Edward P. O’Keefe | General Counsel | General Counsel, Bank of America Corporation | ||
Charles H. Noski | Chief Financial Officer | Chief Financial Officer of Bank of America Corporation | ||
Joe L. Price | President, Consumer and Small Business Banking | President, Consumer and Small Business Banking of Bank of America Corporation | ||
Bruce R. Thompson | Chief Risk Officer | Chief Risk Officer of Bank of America Corporation | ||
Susan S. Bies | Director | Former Member, Board of Governors of the Federal Reserve System | ||
William P. Boardman. | Director | Retired Vice Chairman, Banc One Corporation and Retired Chairman of the Board, Visa International | ||
Frank P. Bramble, Sr. | Director | Former Executive Officer, MBNA Corporation | ||
Virgis W. Colbert | Director | Senior Advisor, MillerCoors Company | ||
Charles K. Gifford | Director | Former Chairman of Bank of America Corporation | ||
Charles O. Holliday, Jr., | Director | Chairman of the Board, Bank of America Corporation | ||
D. Paul Jones, Jr. | Director | Former Chairman, Chief Executive Officer and President, Compass Bancshares, Inc. | ||
Monica C. Lozano | Director | Publisher and Chief Executive Officer of La Opinion | ||
Thomas J. May | Director | Chairman, President and Chief Executive Officer of NSTAR | ||
Donald E. Powell | Director | Former Chairman, Federal Deposit Insurance Corporation |
9
Position with Bank of | ||||
Name | America Corporation | Principal Occupation | ||
Charles O. Rossotti | Director | Senior Advisor, The Carlyle Group | ||
Robert W. Scully | Director | Former Member, Office of the Chairman of Morgan Stanley |
Position with Blue Ridge | ||||
Name | Investments, L.L.C. | Principal Occupation | ||
Keith T. Banks | Manager and Executive Vice President | President, U.S. Trust, Bank of America, N.A. | ||
Alastair Borthwick | Manager and Executive Vice President | Managing Director, Banc of America Securities LLC | ||
George C. Carp | Manager and Executive Vice President | Senior Vice President, Bank of America Corporation | ||
Marlene B. Debel | Manager and Executive Vice President | Managing Director, Merrill Lynch & Co., Inc. | ||
Lawrence C. Forte | Manager and Executive Vice President | Managing Director, Banc of America Securities LLC | ||
Kris A. Gagnon | Manager and Executive Vice President | Senior Vice President, Risk Management Executive, Bank of America, N.A. | ||
Neil A. Cotty | Executive Vice President | Chief Accounting Officer, Bank of America Corporation | ||
George G. Ellison | Executive Vice President | Managing Director, Banc of America Securities LLC | ||
Graham C. Goldsmith | Executive Vice President | Managing Director, Merrill Lynch, Pierce, Fenner & Smith Incorporated | ||
Geoffrey Greener | Executive Vice President | Managing Director, Banc of America Securities LLC | ||
Mark D. Linsz | Executive Vice President | Senior Vice President and Treasurer, Bank of America, N.A. | ||
Walter J. Muller | Executive Vice President | Managing Director, Chief Investment Officer, Bank of America, N.A. | ||
Michael B. Nierenberg | Executive Vice President | Managing Director, Merrill Lynch, Pierce, Fenner & Smith Incorporated | ||
Gerhard Seebacher | Executive Vice President | Managing Director, Banc of America Securities LLC | ||
Robert J. Voreyer | Executive Vice President | Managing Director, Banc of America Securities LLC | ||
Position with CPI Ballpark | ||||
Name | Investments Ltd. | Principal Occupation | ||
Georges A. Robert | Director | Barrister-in-law, Etude André Robert | ||
Subhash C. Lallah | Director | Barrister-in-law, Lallah Chambers |
10
Position with CPI Ballpark | ||||
Name | Investments Ltd. | Principal Occupation | ||
Jean-Pierre Baudoux | Director | Senior Vice President, Tax Executive, Bank of America Corporation | ||
David Lee | Director | Managing Director, Corporate Principal Investment, Bank of America Corporation | ||
Darren Massara | Director | Managing Director, BAML Asia Private Equity, Bank of America Corporation | ||
Antonios Tony Biniaris | Alternate Director to Jean-Pierre Baudoux | Managing Director, Hong Kong Finance, Bank of America Corporation | ||
Mithilesh Lallah | Alternate Director to Subhash Lallah | Barrister-in-law, Lallah Chambers | ||
Damon Manchun Yip | Alternate Director to David Lee | Vice President, Corporate Principal Investment, Bank of America Corporation | ||
Chin Chin Teoh | Alternate Director to Darren Massara | Director, BAML Asia Private Equity, Bank of America Corporation |
11
Exhibit | Description of Exhibit | |
99.1 | Joint Filing Agreement (incorporated herein by reference to Exhibit 99.1 to Schedule 13D filed with the Securities and Exchange Commission on February 4, 2010). | |
99.2 | Amended and Restated Shareholders Agreement, dated October 27, 2009, by and among China Hydroelectric Corporation and the other parties signatory thereto (incorporated herein by reference to Exhibit 4.4 of Form F-1 filed with the Securities and Exchange Commission by China Hydroelectric Corporation on December 8, 2009, File No. 333-163558). |