Bermuda
(State
or other jurisdiction of incorporation or organization)
|
Not
Applicable
(I.R.S.
Employer Identification No.)
|
James
J. Clark, Esq.
Cahill
Gordon & Reindel LLP
80
Pine Street
New
York, NY 10005
(212)
701-3000
|
James
Bodi, Esq.
Appleby
Hunter Bailhache
Canon's
Court
22
Victoria Street
Hamilton
EX, Bermuda
(441)
295-2244
|
Title
of securities to be registered
|
Amount
to be
registered (1)
|
Proposed
maximum
offering
price
per
share (2)
|
Proposed
maximum
aggregate
offering
price (2)
|
Amount
of registration fee (2)
|
Global
Sources Equity Compensation (2007)
Master
Plan
|
||||
Common
Shares, par value $0.01 per share
|
3,000,000
|
$11.04
|
$33,120,000
|
$3543.84
|
Global
Sources Ltd. Directors Purchase Plan
(as
of 5 November 2005)
|
||||
Common
Shares, par value $.01 per share
|
530,000
|
$11.04
|
$5,851,200
|
$626.78
|
(1)
|
Pursuant
to Rule 416 under the Securities Act of 1933, as amended (the "Securities
Act"), this registration statement will cover such indeterminate
number of
common shares of Global Sources Ltd. that may be issued in respect
to
stock splits, stock dividends and similar transactions.
|
(2)
|
Estimated
solely for the purpose of computing the amount of the registration
fee
under Rules 451(c) and (h) of the Securities Act based on the average
of
the high and low prices of the common shares reported on the Nasdaq
National Market as of November 3,
2006.
|
*
|
Information
required by Part I to be contained in the Section 10(a) prospectus
is
omitted from this Registration Statement in accordance with Rule 428
under the Securities Act of 1933, as amended (the "Securities Act")
and
the Note to Part I of
Form S-8.
|
GLOBAL
SOURCES LTD.
|
By:
/s/
Eddie Heng Teng Hua
Name: Eddie Heng Teng Hua
Title: Chief Financial Officer and
Director
|
Signature
|
Name
|
Capacity
|
Date
|
/s/
Merle A. Hinrichs
|
Merle
A. Hinrichs
|
Chairman
of the Board and Chief Executive Officer (principal executive
officer)
|
November
7, 2006
|
/s/
Eddie Heng Teng Hua
|
Eddie
Heng Teng Hua
|
Chief
Financial Officer and Director (principal financial officer, principal
accounting officer)
|
November
7, 2006
|
/s/
Sarah Benecke
|
Sarah
Benecke
|
Director
|
November
7, 2006
|
/s/
Roderick Chalmers
|
Roderick
Chalmers
|
Director
|
November
7, 2006
|
/s/
David F. Jones
|
David
F. Jones
|
Director
|
November
7, 2006
|
/s/
Jeffrey J. Steiner
|
Jeffrey
J. Steiner
|
Director
|
November
7, 2006
|
/s/
James Watkins
|
James
Watkins
|
Director
|
November
7, 2006
|
Exhibit
No.
|
Exhibit
|
|
3.1
|
-
|
Memorandum
of Association of Registrant*
|
3.2
|
-
|
Bye-laws
of Registrant*
|
4.1
|
-
|
Form
of The Global Sources Equity Compensation (2007) Master Plan
|
4.2
|
-
|
Form
of Global Sources Ltd. Directors Purchase Plan (as of 5 November
2005)
|
5.1
|
-
|
Opinion
of Appleby Hunter Bailhache as to the legality of the securities
being
registered
|
23.1
|
-
|
Consent
of Ernst & Young LLP, Independent Public Accountants
|
23.2
|
-
|
Consent
of Appleby Hunter Bailhache (included in Exhibit 5.1)
|
24.1
|
-
|
Power
of Attorney (set forth on the signature page of this Registration
Statement)
|
*
|
Incorporated
by reference to Form 20-F Registration Statement of Global Sources
Ltd.
filed with the Securities and Exchange Commission on June 30,
2000.
|