Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Han Jie
  2. Issuer Name and Ticker or Trading Symbol
China XD Plastics Co Ltd [CXDC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last)
(First)
(Middle)
NO. 9 DALIAN N RD, HARBIN DEV ZONE,, HAPING ROAD CENTRALIZED INDUSTRIAL PARK
3. Date of Earliest Transaction (Month/Day/Year)
07/05/2011
(Street)

HEILONGJIANG PROVINCE, F4 150060
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock of par value US$0.0001 08/26/2009   A   8,127,533 A (1) 8,127,533 D  
Common Stock of par value US$0.0001 07/05/2011   A   24,382,598 A (2) 32,510,131 I Through 100% ownership of XDE
Series B Preferred Stock of par value US$0.0001 07/05/2011   A   1,000,000 A (3) 33,510,131 I Through 100% ownership of XDE

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Han Jie
NO. 9 DALIAN N RD, HARBIN DEV ZONE,
HAPING ROAD CENTRALIZED INDUSTRIAL PARK
HEILONGJIANG PROVINCE, F4 150060
  X   X   Chief Executive Officer  

Signatures

 /s/ Jie HAN   07/05/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Shares were issued pursuant to an option agre ement (the "Option Agreement") entered into on May 16, 2008 by and between Jie HAN and Qiuyao PIAO, the then sole shareholder of XD Engineering Plastics Company Ltd.("XDE"), whereby upon the achievement of certain performance targets, Jie HAN has the right to exercise an option to receive certain shares. On August 26, 2009, based on the achievement of the performance target for fiscal year 2008 pursuant to the Option Agreement, Jie HAN exercised his option and received 8,127,533 shares of common stock of China XD Plastics Company Limited (the "Issuer") transferred from XDE and 25% equity stake in XDE.
(2) Jie HAN further exercised his option to purchase the remaining 75% equity stake in XDE on July 5, 2011 based on the satisfaction of performance targets for both fiscal year 2009 and fiscal year 2010 pursuant to the Option Agreement. As a result, Jie HAN became the sole shareholder of XDE and the beneficial owner of 24,382,598 shares of Common Stock of the Issuer held by XDE.
(3) Jie HAN became the beneficial owner of 1,000,000 Series B Preferred Stock of the Issuer held by XDE through its sole ownership of XDE. The Series B Preferred Stock is not convertible and has an aggregate voting power of 40% of the combined voting power of all of the Issuer's shares, for as long as the Issuer is in existence.

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