UNITED STATES
SECURITIES EXCHANGE COMMISSION
Washington, D.C. 20549
________________________________________________________________________________
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
China Hydroelectric Corporation
-----------------------
(Name of Issuer)
ADR
---------------------------------------
(Title of Class of Securities)
16949D101
-----------------------
(CUSIP Number)
January 1, 2011
-----------------------
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] 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).
Continued on following pages
Page 1 of 5 Pages
SCHEDULE 13G
CUSIP No.: 16949D101 Page 2 of 5 Pages
.................................................................................
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
SWISS RE FINANCIAL PRODUCTS CORPORATION
.................................................................................
2. Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ ]
.................................................................................
3. SEC Use Only
.................................................................................
4. Citizenship or Place of Organization
USA
.................................................................................
Number of 5. Sole Voting Power 3,371,502
Shares ................................................................
Beneficially 6. Shared Voting Power - 0 -
Owned by ................................................................
Each 7. Sole Dispositive Power 3,371,502
Reporting ................................................................
Person With 8. Shared Dispositive Power - 0 -
.................................................................................
9. Aggregate Amount Beneficially Owned by Each Reporting Person
3,371,502
.................................................................................
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)
[ ]
.................................................................................
11. Percent of Class Represented by Amount in Row (9)
6.60% based on 51.099 shares outstanding.
.................................................................................
12. Type of Reporting Person:
CO
Page 3 of 5 Pages
Item 1(a). Name of Issuer:
China Hydroelectric Corporation (the "Issuer").
Item 1(b). Address of Issuer's Principal Executive Offices:
"James" Tie Li
Chief Financial Officer and Executive Vice President
China Hydroelectric Corporation
420 Lexington Avenue, Suite 860
New York, NY 10170
25B, New Poly Plaza,
No. 1 North Chaoyangmen Street
Dongcheng District, Beijing
People's Republic of China 100010
Item 2(a). Name of Person Filing:
This Statement is filed on behalf of the following person
(the "Reporting Person"):
SWISS RE FINANCIAL PRODUCTS CORPORATION
Item 2(b). Address of Principal Business Office or, if None, Residence:
The address of the principal business office of the Reporting
Person is:
55 East 52nd Street, New York, NY 10055.
Item 2(c). Citizenship:
SWISS RE FINANCIAL PRODUCTS CORPORATION - Delaware corporation.
Item 2(d). Title of Class of Securities:
ADR (the "Shares")
Item 2(e). CUSIP Number:
16949D101
Item 3. If This Statement is Filed Pursuant to ss.ss.240.13d-1(b) or
240.13d-2(b) or (c), Check Whether the Person Filing is a:
This Item 3 is not applicable.
Item 4. Ownership:
Item 4(a) Amount Beneficially Owned
As of January 21, 2011, SWISS RE FINANCIAL PRODUCTS
CORPORATION is the beneficial owner of 3,371,502 shares. SWISS RE FINANCIAL
PRODUCTS CORPORATION received the shares in connection with China
Hydroelectric's IPO. As setout in the Form F-1 filed by China
Hydroelectric in connection with their IPO SWISS RE FINANCIAL PRODUCTS
CORPORATION originally acquired 10,000 Series A Preferred Shares
and 15,000 Series B Preferred Shares.
Item 4(b) Percent of Class:
6.60%
Page 4 of 5 Pages
Item 4(c) Number of Shares of which such person has:
(i) Sole power to vote or direct the vote: 3,371,502
(ii) Shared power to vote or direct the vote: 0
(iii) Sole power to dispose or direct the disposition of: 3,371,502
(iv) Shared power to dispose or direct the disposition of: 0
Item 5. Ownership of Five Percent or Less of a Class:
This Item 5 is not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
This Item 6 is not applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company:
This Item 7 is not applicable
Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable
Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable.
Item 10. Certification:
By signing below each of the Reporting Person certifies that,
to the best of its 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 5 of 5 Pages
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: January 21, 2011 SWISS RE FINANCIAL PRODUCTS CORPORATION
By:
/s/ Michael McGuire
-----------------
Name: Michael McGuire
Title: Compliance Officer