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The Descartes Systems Group Inc.
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(Name of Issuer)
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(Title of Class of Securities)
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| x | Rule 13d-1(b) | |
| o | Rule 13d-1(c) | |
| o | Rule 13d-1(d) |
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CUSIP No. 249906108
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13G
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Page 2 of 6 Pages
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) o
(b) o |
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH
REPORTING
PERSON WITH
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5
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SOLE VOTING POWER
4,582,500
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6
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SHARED VOTING POWER
894,000
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7
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SOLE DISPOSITIVE POWER
5,476,500
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,476,500
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨ |
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.81% |
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12
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TYPE OF REPORTING PERSON
IA |
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Item 1(a).
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Name of Issuer:
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The Descartes Systems Group Inc.
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
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120 Randall Drive
Waterloo, Ontario
N2V 1C6
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Item 2(a).
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Name of Persons Filing:
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Item 2(b).
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Address of Principal Business Office, or if None, Residence:
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Scotia Plaza, 55th Floor
Toronto, ON M5H 3Y2 Canada
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Item 2(c).
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Citizenship:
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Item 2(d).
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Title of Class of Securities:
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Item 2(e).
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CUSIP Number:
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249906108
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Item 3.
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If this Statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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Broker or dealer registered under Section 15 of the Exchange Act (15 U.S.C. 78o).
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(b)
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Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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Insurance company as defined in Section 3(a)(19) of the Exchange Act (15 U.S.C. 78c).
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(d)
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Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
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(f)
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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)
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Group, in accordance with 240.13d-1(b)(1)(ii)(J).
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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 the issuer identified in Item 1.
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(a)
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Amount beneficially owned:
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5,476,500
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(b)
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Percent of class:
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8.81 %
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or direct the vote:
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4,582,500
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(ii)
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Shared power to vote or to direct the vote:
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894,000
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(iii)
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Sole power to dispose or to direct the disposition of:
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5,476,500
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(iv)
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Shared power to dispose or to direct the disposition of:
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0
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Item 5.
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Ownership of Five Percent or Less of a Class.
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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 . o
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
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Item 8.
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Identification and Classification of Members of the Group.
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Item 9.
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Notice of Dissolution of Group.
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Item 10.
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Certification.
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June 10, 2011
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Date
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Signature
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Name/Title
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