SINOVAC BIOTECH LTD — Major Shareholding Notification 2006

Mar 7, 2006

SC 13D/A 1 sinovac13dawang.htm SINOVAC BIOTECH SCHEDULE 13D/A #5 FOR LILY WANG html PUBLIC "-//W3C//DTD HTML 4.01 Transitional//EN" Untitled Page

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5 )* Sinovac Biotech Ltd. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) P8696W104 (CUSIP Number) Michael T. Shannon, Esq. Devlin Jensen Barristers & Solicitors Suite 2550 – 555 W. Hastings Street Vancouver, British Columbia Canada V6B 4N5 (604) 684-2550 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 1, 2006 (Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13D to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [ ]

*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).

Page 1 of 5 Pages

CUSIP NO.: P8696W104 13D Page 2 of 5 Pages

(1)	NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Lily Wang
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (See Instructions) (b) [ ]
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS (See Intructions) OO (See Item 3)
(5)	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] PURSUANT TO ITEMS 2(d) OR 2(e)
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION United States

Number of Shares Beneficially Owned by Each Reporting Person With	SOLE VOTING POWER 5,740,021 (1)
(8)	SHARED VOTING POWER 5,500 (2)
(9)	SOLE DISPOSITIVE POWER 5,740,021 (1)
(10)	SHARED DISPOSITIVE POWER 5,500 (2)

(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,740,021
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ X ] Lily Wang disclaims any beneficial ownership of the 5,500 shares held by her son, Mac Wu, who resides with Ms. Wang.
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 14.4%
(14)	TYPE OF REPORTING PERSON (See Instructions) IN

(1) Lily Wang has sole voting and dispositive power of 5,540,021 shares which she directly owns and 200,000 shares underlying stock options which have vested and are exercisable within 60 days held directly by Lily Wang. (2) Lily Wang may be deemed to beneficially own and have shared voting and dispositive power of 5,500 shares owned directly by her son, Mac Wu, who resides with Lily Wang, however, Lily Wang disclaims any beneficial ownership of the shares owned directly by Mac Wu.

CUSIP NO.: P8696W104 13D Page 3 of 5 Pages Item 1. SECURITY AND ISSUER

The class of equity securities to which this statement relates is common stock, $0.001 par value per share (the "Common Stock") of Sinovac Biotech Ltd., a corporation organized under the laws of the Country of Antigua (the "Issuer"). The address of the principal executive offices of the Issuer is No. 39 Shangdi Xi Road, Haidian District, Beijing, P.R.China, 100085.

Item 2. IDENTITY AND BACKGROUND

(a) – (c)

Lily Wang's principal occupation is President of USA Xinyu Co. Ltd. and Chief Financial Officer of the Issuer. Ms. Wang's residential address is 300 Murchison Dr., Suite 202, Millbrae, California 94030.

(d) – (f)

During the last five years, Ms. Lily Wang has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). In addition, during the last five years, Ms. Lily Wang has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction; and therefore, is not subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Ms. Lily Wang is citizen of the United States.

Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

Ms. Lily Wang was the beneficial owner of 6,011,321 shares of Sinovac Biotech Ltd., which represented 15.6% of the Issuer’s outstanding shares of Common Stock, not including vested options owned by Ms. Wang. Pursuant to a market transactions effected on Feb. 15, Feb. 21, Feb. 27, Feb. 28 and March 1, 2006, Ms. Wang disposed of in aggregate 471,300 shares of Common Stock of the Issuer.

Item 4. PURPOSE OF TRANSACTION

The purpose of the transaction being reported was Ms. Lily Wang’s disposition of an aggregate of 471,300 shares of Common Stock of the Issuer in market transactions effected Feb. 15, Feb. 21, Feb. 27, Feb. 28 and March 1, 2006. Ms. Wang is currently holding her remaining 5,540,021 shares, not including vested option owned by Ms. Wang, for investment purposes. The Issuer has filed a registration statement on Form F-3 to register for resale 3,000,000 shares of Common Stock of the Issuer owned by Ms. Wang at a price no less than $2.30 per share. Ms. Wang has no plans or proposals that relate to or that would result in any of the actions specified in clauses (b) through (j) of Item 4 of Schedule 13D.

CUSIP NO.: P8696W104 13D Page 4 of 5 Pages Item 5. INTEREST IN SECURITIES OF THE ISSUER

(a) Ms. Lily Wang directly owns 5,540,021 shares of Common Stock of the Issuer which represents approximately 14% of the outstanding Common Stock of the Issuer, not including vested options owned by Ms. Wang. This percentage is based on 39,661,028 shares of Common Stock issued and outstanding as at March 1, 2006. In addition, Ms. Wang beneficially owns 200,000 shares underlying stock options which have vested and/or are exercisable within 60 days.

(b) Ms. Lily Wang has the sole power to vote or to direct the vote and the sole power to dispose or direct the disposition of 5,540,021 shares of Common Stock, which she directly owns and 200,000 shares underlying stock options which have vested and/or are exercisable within 60 days. In addition, Ms. Wang may be deemed to have shared power to vote or direct the vote and shares power to dispose or direct the disposition of 5,500 shares, which are owned directly by her son, Mac Wu, who resides with Ms. Wang, however, Ms. Wang disclaims any beneficial ownership of the 5,500 shares owned by her son, Mac Wu. (c) During the last sixty (60) days prior to March 1, 2006, Ms. Wang had sold 1,533,000 shares of Common Stock of the Issuer at $4.1386 per share in a market transaction under the Form F-3 on Feb. 3, 2006; 90,000 shares of Common Stock of the Issuer at $4.0911 per share in a market transaction under the Form F-3 on Feb. 15, 2006; 100,000 shares of Common Stock of the Issuer at $4.2279 per share in a market transaction under the Form F-3 on Feb. 21, 2006; 63,000 shares of Common Stock of the Issuer at $3.9852 per share in a market transaction under the Form F-3 on Feb. 27, 2006; and 38,300 shares of Common Stock of the Issuer at $3.7778 per share in a market transaction under the Form F-3 on Feb. 28, 2006. (d) Except as otherwise described herein, and to the knowledge of Ms. Lily Wang, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from sale of, the Common Stock owned by Ms. Lily Wang. (e) It is inapplicable for the purpose herein to state the date on which Ms. Lily Wang ceased to be an owner of more than five percent (5%) of the Common Stock. Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO THE SECURITIES OF THE ISSUER

Except as otherwise described herein, there are no contracts, arrangements, understandings or relationships (legal or otherwise) between Ms. Lily Wang and any other person with respect to the voting or disposition of the shares of Common Stock beneficially owned by Ms. Lily Wang. Item 7. MATERIAL TO BE FILED AS EXHIBITS Not applicable as there are no exhibits to be filed with this Schedule 13D.

CUSIP NO.: P8696W104 13D 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. Dated: March 2, 2006 /s/ Lily Wang Lily Wang