CUSIP
No.
Y02516
10 5
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13G
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Page
1 of 6
Pages
|
1
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NAMES
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
J&R
Holding Limited
|
|
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
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH:
|
5
|
SOLE
VOTING POWER
|
6
|
SHARED
VOTING POWER
0
|
7
|
SOLE
DISPOSITIVE POWER
|
8
|
SHARED
DISPOSITIVE POWER
0
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
39.31%
|
|
12
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TYPE
OF REPORTING PERSON
HC
|
|
CUSIP
No.
Y02516
10 5
|
13G
|
Page
2 of 6
Pages
|
1
|
NAMES
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
ASE
Holding Limited
|
|
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
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH:
|
5
|
SOLE
VOTING POWER
|
6
|
SHARED
VOTING POWER
0
|
7
|
SOLE
DISPOSITIVE POWER
|
8
|
SHARED
DISPOSITIVE POWER
0
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11.00%
|
|
12
|
TYPE
OF REPORTING PERSON
HC
|
|
CUSIP
No.
Y02516
10 5
|
13G
|
Page 3
of 6
Pages
|
1
|
NAMES
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Advanced
Semiconductor Engineering, Inc.
|
|
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
Taiwan,
Republic of China
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH:
|
5
|
SOLE
VOTING POWER
|
6
|
SHARED
VOTING POWER
0
|
7
|
SOLE
DISPOSITIVE POWER
|
8
|
SHARED
DISPOSITIVE POWER
0
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
50.31%
|
|
12
|
TYPE
OF REPORTING PERSON
CO
|
|
CUSIP
No.
Y02516
10 5
|
13G
|
Page 4
of 6
Pages
|
1
|
NAMES
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
ASE
Enterprises Limited
|
|
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
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH:
|
5
|
SOLE
VOTING POWER
|
6
|
SHARED
VOTING POWER
50,985,143
|
7
|
SOLE
DISPOSITIVE POWER
|
8
|
SHARED
DISPOSITIVE POWER
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
50.31%
|
|
12
|
TYPE
OF REPORTING PERSON
CO
|
|
CUSIP
No.
Y02516
10 5
|
13G
|
Page 5
of 6
Pages
|
1
|
NAMES
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Aintree
Limited
|
|
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
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH:
|
5
|
SOLE
VOTING POWER
|
6
|
SHARED
VOTING POWER
50,985,143
|
7
|
SOLE
DISPOSITIVE POWER
|
8
|
SHARED
DISPOSITIVE POWER
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
50.31%
|
|
12
|
TYPE
OF REPORTING PERSON
CO
|
|
CUSIP
No.
Y02516
10 5
|
13G
|
Page 6
of 6
Pages
|
1
|
NAMES
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Jason
C.S. Chang
|
|
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
Taiwan,
Republic of China
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH:
|
5
|
SOLE
VOTING POWER
|
6
|
SHARED
VOTING POWER
50,985,143
|
7
|
SOLE
DISPOSITIVE POWER
|
8
|
SHARED
DISPOSITIVE POWER
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
52.59%
|
|
12
|
TYPE
OF REPORTING PERSON
IN
|
|
Item
1(a).
Name
of Issuer.
ASE
Test Limited (the
“Company”)
Item
1(b).
Address
of Issuer’s Principal Executive Offices.
10
West
Fifth Street
Nantze
Export Processing Zone
Kaohsiung,
Taiwan
Republic
of China
Item
2(a).
Name
of Person Filing.
J&R
Holding Limited (“J&R
Holding”)
ASE
Holding Limited (“ASE Holding”)
Advanced
Semiconductor Engineering, Inc. (“ASE Inc.”)
ASE
Enterprises Limited (“ASEE”)
Aintree
Limited (“Aintree”)
Jason
C.S.
Chang
Item
2(b).
Address
of Principal Business Office or, if None, Residence.
The
business address of J&R Holding
is: Canon’s court, 22 Victoria Street, Hamilton HM 12, Bermuda.
The
business address of ASE Holding is:
Canon’s court, 22 Victoria Street, Hamilton HM 12, Bermuda.
The
business address of ASE Inc. is: 26
Chin Third Road, Nantze Export Processing Zone, Kaohsiung, Taiwan, Republic
of
China.
The
business address of ASEE is: 1408
World-Wide House, 19 Des Voeux Road, Central, Hong Kong.
The
address of the registered office of
Aintree is: P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola,
British Virgin Islands.
The
business address of Jason C.S.
Chang is: Room 1901, World Trade Center, International Trade Building, 19/F,
333
Keelung Road, Sec. 1, Taipei, Taiwan, Republic of China.
Item
2(c).
Citizenship.
J&R
Holding is incorporated under the laws of Bermuda.
ASE
Holding is incorporated under the laws of Bermuda.
ASE
Inc.
is incorporated under the laws of Taiwan, Republic of China.
ASEE
is
incorporated under the laws of Hong Kong.
Aintree
is
a company organized under the laws of the British Virgin Islands.
Jason
C.S.
Chang is a citizen of Taiwan, Republic of China.
Item
2(d).
Title
of Class of Securities.
This
statement relates to the Company’s
ordinary shares, par value $0.25 per share (the “Shares”).
Item
2(e).
CUSIP
Number.
Y02516
10 5
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:
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(a)
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☐
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Broker
or dealer registered under Section 15 of the Act;
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(b)
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☐
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Bank
as defined in Section 3(a)(6) of the Act;
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(c)
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☐
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Insurance
company as defined in Section 3(a)(19) of the Act;
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(d)
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☐
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Investment
company registered under Section 8 of the Investment Company Act
of
1940;
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(e)
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☐
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An
investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
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(f)
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☐
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An
employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
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(g)
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☐
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A
parent holding company or control person in accordance with
Rule
13d-1(b)(1)(ii)(G);
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(h)
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☐
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A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act;
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(i)
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☐
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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;
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(j)
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☐
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Group,
in accordance with Rule
13d-1(b)(1)(ii)(J).
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(a),
(b)
and (c)
J&R
Holding owns 39,837,143 Shares, representing approximately 39.31% of the
outstanding Shares. J&R Holding has sole power to vote and
dispose of 39,837,143 Shares.
ASE
Holding owns 11,148,000 Shares, representing approximately 11.00% of the
outstanding Shares. ASE Holding has sole power to vote and dispose of
11,148,000 Shares.
ASE
Inc.,
through its 100% ownership of J&R Holding and ASE Holding, beneficially owns
50,985,143 Shares, representing approximately 50.31% of the outstanding
Shares. ASE Inc. has sole power to vote and to dispose of 50,985,143
Shares.
ASEE,
through its 16.88% shareholding in ASE Inc., beneficially owns 50,985,143
Shares, representing approximately 50.31% of the outstanding
Shares. ASEE has shared power to vote and to dispose of 50,985,143
Shares.
Aintree
beneficially owns 50,985,143, or 50.31%, of the outstanding Shares, which is
the
number of Shares held by ASE Inc. Aintree holds 100% of ASEE in trust
for the benefit of the family of Jason C.S. Chang. The sole
shareholder and sole director of Aintree is Jason C.S. Chang. Aintree
has shared power to vote and to dispose of 50,985,143 Shares.
Jason
C.S.
Chang is the Chairman, Chief Executive Officer and a director of the Company;
the Chairman, Chief Executive Officer and a director of ASE Inc.; and a director
of ASEE. Jason C.S. Chang beneficially owns 50,985,143, or 50.31%, of
the outstanding Shares, which is the number of Shares held by ASE
Inc. In addition to the Shares he beneficially owns through ASEE and
Aintree, Jason C.S. Chang directly owns 183,908 Shares. Furthermore,
under the Company’s share option plans, Jason C.S. Chang owns vested options
convertible into 2,120,000 Shares. Jason C.S. Chang beneficially owns
53,289,051 Shares, or 52.59% of the outstanding Shares. He has sole
power to vote and dispose of 2,303,908 Shares and shared power to vote and
dispose of 50,985,143 Shares.
Item
5.
|
Ownership
of Five Percent or Less of a
Class.
|
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
☐
.
Item
6.
|
Ownership
of More than Five Percent on Behalf of Another
Person.
|
Not
applicable.
Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security
Being
Reported on By the Parent Holding
Company.
|
Not
applicable.
Item
8.
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Identification
and Classification of Members of the
Group.
|
Not
applicable.
Item
9.
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Notice
of Dissolution of Group.
|
Not
applicable.
Item
10.
Certification.
Not
applicable.
SIGNATURES
After
reasonable inquiry and to the best knowledge and belief of the undersigned,
each
of the undersigned certifies that the information set forth in this statement
is
true, complete and correct.
Date:
February 15, 2008
J&R
HOLDING LIMITED
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By:
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/s/
Joseph Tung
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Name:
JOSEPH TUNG
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Title:
Director
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ASE
HOLDING LIMITED
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By:
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/s/
Joseph Tung
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Name:
JOSEPH TUNG
|
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Title:
Director
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ADVANCED
SEMICONDUCTOR ENGINEERING, INC.
|
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By:
|
/s/
Joseph Tung
|
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Name:
JOSEPH TUNG
|
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Title:
Director
|
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ASE
ENTERPRISES LIMITED
|
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By:
|
/s/
Jason C.S. Chang
|
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Name:
JASON C.S. CHANG
|
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Title:
Director
|
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AINTREE
LIMITED
|
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By:
|
/s/
Jason C.S. Chang
|
|
Name:
JASON C.S. CHANG
|
|
Title:
Director
|
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By:
|
/s/
Jason C.S. Chang
|
|
Name:
JASON C.S. CHANG
|
|