Ticker: BIDU, Company: Baidu, Inc., Type: 20-F, Date: 2017-03-31, XBRL Interactive Financials
Original SEC Filing: Click here
Webplus: BIDU/20170331/20-F/1/000.htm SEC Original: d277810d20f.htm
INTRODUCTION 1 1 PART I 2 Item 1. Identity of Directors, Senior Management and Advisers 2 Item 2. Offer Statistics and Expected Timetable 2 Item 3. Key Information 2 Item 4. Information on the Company 43 Item 4A. Unresolved Staff Comments 80 Item 5. Operating and Financial Review and Prospects 80 Item 6. Directors, Senior Management and Employees 110 Item
Webplus: BIDU/20170331/20-F/2_EX-4.34/000.htm SEC Original: d277810dex434.htm
Termination Agreement Agreement This Termination Agreement (this Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Party B: Beijing Perusal Technology Co., Ltd. Party C: Jiping Liu, Yazhu Zhang In this Agreement, each of the Parties above are collectively referred to as the Parties, individually as a Party, and mutually as the Other Parties. WHEREAS (1) Control Documents (2)
Webplus: BIDU/20170331/20-F/3_EX-4.35/000.htm SEC Original: d277810dex435.htm
Amended and Restated Loan Agreement This Amended and Restated Loan Agreement (this Agreement) is entered into on June 20, 2016 in Beijing, by and between: Party A: Baidu Online Network Technology (Beijing) Co., Ltd. th Registered Address: 3/F, No. 10 Shangdi 10 Party B: Xiaodong Wang ID Card No.: WHEREAS, 1. Party A is a foreign invested enterprise incorporated under
Webplus: BIDU/20170331/20-F/4_EX-4.36/000.htm SEC Original: d277810dex436.htm
Equity Transfer Agreement Agreement This Equity Transfer Agreement (this Party A: Jiping Liu (Transferor) ID No.: Address: Party B: Zhixiang Liang (Transferee) ID No.: Address: The Parties above are collectively referred to as the Parties, individually as a Party. WHEREAS (1) Party A holds 80% equity interests in Beijing Perusal Technology Co., Ltd. (the Company), representing a capital contribution
Webplus: BIDU/20170331/20-F/5_EX-4.37/000.htm SEC Original: d277810dex437.htm
Voting Proxy Agreement Agreement Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Registered Address: Baidu Plaza, No. 10 Shangdi 10th Street, Haidian District, Beijing Party B: Zhixiang Liang ID No.: WHEREAS 1. Party B, a PRC citizen, is a shareholder of Beijing Perusal Technology Co., Ltd. (Perusal), and owns 50% of the equity interests in Perusal as of the
Webplus: BIDU/20170331/20-F/6_EX-4.38/000.htm SEC Original: d277810dex438.htm
Business Operating Agreement This Business Operating Agreement (this Agreement) is entered into as of May 3, 2016 in Beijing, the Peoples Republic of China (PRC, for purposes of this Agreement, excluding Hong Kong Macau and Taiwan) by and among: Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Registered Address: 3/F., Baidu Building, No. 10 Shangdi 10th Street, Haidian District,
Webplus: BIDU/20170331/20-F/7_EX-4.39/000.htm SEC Original: d277810dex439.htm
AMENDED AND RESTATED EQUITY PLEDGE AGREEMENT This Amended and Restated Equity Pledge Agreement (this Agreement) is entered into in Beijing, PRC by the following parties on June 20, 2016: Pledgee Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Address: Baidu Building, No. 10 Shangdi 10th Street, Haidian District, Beijing Pledgor Party B: Zhixiang Liang ID No.: WHEREAS 1. Party
Webplus: BIDU/20170331/20-F/8_EX-4.40/000.htm SEC Original: d277810dex440.htm
Amended And Restated Exclusive Equity Purchase and Transfer Option Agreement Agreement This Amended and Restated Exclusive Equity Purchase and Transfer Option Agreement (this Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Address: Baidu Building, No. 10 Shangdi 10th Street, Haidian District, Beijing Party B: Zhixiang Liang ID No.: Party C: Beijing Perusal Technology Co., Ltd. Address: A2 2/F
Webplus: BIDU/20170331/20-F/9_EX-4.41/000.htm SEC Original: d277810dex441.htm
Irrevocable Power of Attorney I, Zhixiang Liang, citizen of the Peoples Republic of China (the PRC) with ID No. , being the shareholder holding 50% equity interests of Beijing Perusal Technology Co., Ltd. (Perusal), hereby irrevocably appoint Hailong Xiang with the following powers and rights during the term of this Power of Attorney, with respect to my current and
Webplus: BIDU/20170331/20-F/10_EX-4.42/000.htm SEC Original: d277810dex442.htm
Irrevocable Power of Attorney I, Xiaodong Wang, citizen of the Peoples Republic of China (the PRC) with ID No. , being the shareholder holding 50% equity interests of Beijing Perusal Technology Co., Ltd. (Perusal), hereby irrevocably appoint Hailong Xiang with the following powers and rights during the term of this Power of Attorney, with respect to my current and
Webplus: BIDU/20170331/20-F/11_EX-4.43/000.htm SEC Original: d277810dex443.htm
Termination Agreement of Current Control Documents Agreement This Termination Agreement of Current Control Documents (this Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Party B: Beijing Baidu Netcom Science Technology Co., Ltd. Party C: Yanhong Li, Party D: Zhan Wang, In this Agreement, each of the Parties above are collectively referred to as the Parties, and individually as
Webplus: BIDU/20170331/20-F/12_EX-4.44/000.htm SEC Original: d277810dex444.htm
Amended and Restated Loan Agreement This Amended and Restated Loan Agreement (this Agreement) is entered into on January 18, 2017 in Beijing, by and between: Party A: Baidu Online Network Technology (Beijing) Co., Ltd. th Registered Address: 3/F, No. 10 Shangdi 10 Party B: Hailong Xiang ID Card No.: Residence: WHEREAS, 1. Party A is a wholly foreign-owned enterprise incorporated
Webplus: BIDU/20170331/20-F/13_EX-4.45/000.htm SEC Original: d277810dex445.htm
Amended and Restated Loan Agreement This Amended and Restated Loan Agreement (this Agreement) is entered into on January 18, 2017 in Beijing, by and between: Party A: Baidu Online Network Technology (Beijing) Co., Ltd. th Registered Address: 3/F, No. 10 Shangdi 10 Party B: Yanhong Li ID Card No.: Residence: WHEREAS, 1. Party A is a wholly foreign-owned enterprise incorporated
Webplus: BIDU/20170331/20-F/14_EX-4.46/000.htm SEC Original: d277810dex446.htm
Equity Transfer Agreement Agreement This Equity Transfer Agreement (this Transferor: Transferee: The Parties above are collectively referred to as the Parties, individually as a Party. Definitions Unless otherwise agreed hereunder, the following terms shall have the following meanings: Target means Beijing Baidu Netcom Science Technology Co.,Ltd., whose registered address is at 2/F Baidu Plaza, No. 10 Shangdi 10th Street,
Webplus: BIDU/20170331/20-F/15_EX-4.47/000.htm SEC Original: d277810dex447.htm
Voting Proxy Agreement Agreement Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Registered Address: 3/F, Baidu Building, No. 10 Shangdi 10th Street, Haidian District, Beijing Party B: Yanhong Li Hailong Xiang WHEREAS 1. Party B are citizens of the PRC and shareholders of Beijing Baidu Netcom Science Technology Co., Ltd. (Baidu Netcom) owning 100% equity interests in Baidu Netcom
Webplus: BIDU/20170331/20-F/16_EX-4.48/000.htm SEC Original: d277810dex448.htm
Business Operating Agreement This Business Operating Agreement (this Agreement) is entered into as of June 13, 2016 in Beijing, the Peoples Republic of China (PRC, for purposes of this Agreement, excluding Hong Kong Macau and Taiwan) by and among: Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Registered Address: 3/F, Baidu Building, No. 10 Shangdi 10th Street, Haidian District,
Webplus: BIDU/20170331/20-F/17_EX-4.49/000.htm SEC Original: d277810dex449.htm
AMENDED AND RESTATED EQUITY PLEDGE AGREEMENT This Amended and Restated Equity Pledge Agreement (this Agreement) is entered into in Beijing, PRC by the following parties on January 18, 2017: Pledgee Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Registered Address: 3/F, Baidu Building, No. 10 Shangdi 10th Street, Haidian District, Beijing Pledgor: Party B: Hailong Xiang ID No. Address:
Webplus: BIDU/20170331/20-F/18_EX-4.50/000.htm SEC Original: d277810dex450.htm
AMENDED AND RESTATED EQUITY PLEDGE AGREEMENT This Amended and Restated Equity Pledge Agreement (this Agreement) is entered into in Beijing, PRC by the following parties on January 18, 2017: Pledgee Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Registered Address: 3/F, Baidu Building, No. 10 Shangdi 10th Street, Haidian District, Beijing Pledgor: Party B: Yanhong Li Address: WHEREAS 1.
Webplus: BIDU/20170331/20-F/19_EX-4.51/000.htm SEC Original: d277810dex451.htm
AMENDED AND RESTATED EXCLUSIVE EQUITY PURCHASE AND TRANSFER OPTION AGREEMENT Agreement This Amended and Restated Exclusive Equity Purchase and Transfer Option Agreement (this Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Address: Baidu Building, No. 10 Shangdi 10th Street, Haidian District, Beijing Party B: Hailong Xiang ID No.: Party C: Beijing Baidu Netcom Science Technology Co., Ltd. Address:
Webplus: BIDU/20170331/20-F/20_EX-4.52/000.htm SEC Original: d277810dex452.htm
AMENDED AND RESTATED EXCLUSIVE EQUITY PURCHASE AND TRANSFER OPTION AGREEMENT Agreement This Exclusive Equity Purchase and Transfer Option Agreement (this Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Address: 3/F Baidu Building, No. 10 Shangdi 10th Street, Haidian District, Beijing Party B: Yanhong Li Address: Party C: Beijing Baidu Netcom Science Technology Co., Ltd. Address: 2/F Baidu Building,
Webplus: BIDU/20170331/20-F/21_EX-4.53/000.htm SEC Original: d277810dex453.htm
Irrevocable Power of Attorney I, Yanhong Li, citizen of the Peoples Republic of China (the PRC) with ID No.: , is the shareholder holding 99.5% equity interests of Beijing Baidu Netcom Science Technology Co., Ltd. (the Baidu Netcom), hereby irrevocably appoint Hailong Xiang with the following powers and rights during the term of this Power of Attorney, with respect
Webplus: BIDU/20170331/20-F/22_EX-4.54/000.htm SEC Original: d277810dex454.htm
Irrevocable Power of Attorney I, Hailong Xiang, citizen of the Peoples Republic of China (the PRC) with ID No.: , is the shareholder holding 0.5% equity interests of Beijing Baidu Netcom Science Technology Co., Ltd. (the Baidu Netcom), hereby irrevocably appoint Hailong Xiang with the following powers and rights during the term of this Power of Attorney, with respect
Webplus: BIDU/20170331/20-F/23_EX-4.55/000.htm SEC Original: d277810dex455.htm
Termination of Power of Attorney WHEREAS, Zhixiang Liang (ID No. ), as instructed by Baidu Online Network Technology (Beijing) Co., Ltd. (the Baidu Online), signed a Power of Attorney on April 23, 2012 authorizing Zhan Wang (ID No. ) to exercise on behalf of Zhixiang Liang all voting rights of shareholder at the shareholders meetings of Beijing BaiduPay Science and
Webplus: BIDU/20170331/20-F/24_EX-4.56/000.htm SEC Original: d277810dex456.htm
Irrevocable Power of Attorney I, Zhixiang Liang, citizen of the Peoples Republic of China (the PRC) with ID No.: , is the shareholder holding 5.418% equity interests of Beijing BaiduPay Science and Technology Co., Ltd.(the BaiduPay), hereby irrevocably appoint Hailong Xiang with the following powers and rights during the effective term of this Power of Attorney: I hereby appoint
Webplus: BIDU/20170331/20-F/25_EX-4.57/000.htm SEC Original: d277810dex457.htm
Acceptance of the Irrevocable Power of Attorney To: Mr. Zhixiang Liang Baidu Online Network Technology (Beijing) Co., Ltd. I, as an employee of Baidu Online Network Technology (Beijing) Co., Ltd. (Baidu Online), accept the appointment under the Irrevocable Power of Attorney signed by Zhixiang Liang on October 18, 2016 (the Power of Attorney) to exercise on behalf of Zhixiang Liang
Webplus: BIDU/20170331/20-F/26_EX-4.58/000.htm SEC Original: d277810dex458.htm
AMENDED AND RESTATED EQUITY PLEDGE AGREEMENT This Amended and Restated Equity Pledge Agreement (this Agreement) is entered into in Beijing, PRC by the following parties on October 18, 2016: Pledgee Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Address: 3/F, Baidu Building, No. 10 Shangdi 10th Street, Haidian District, Beijing Pledgor: Party B: Zhixiang Liang Address: 6/F, Baidu Building,
Webplus: BIDU/20170331/20-F/27_EX-4.59/000.htm SEC Original: d277810dex459.htm
AMENDED AND RESTATED EXCLUSIVE EQUITY PURCHASE AND TRANSFER OPTION AGREEMENT This Amended and Restated Exclusive Equity Purchase and Transfer Option Agreement (this Agreement) is entered into by and among the following parties in Beijing, PRC on October 18, 2016: Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Address: Baidu Building, No. 10 Shangdi 10th Street, Haidian District, Beijing Party
Webplus: BIDU/20170331/20-F/28_EX-4.60/000.htm SEC Original: d277810dex460.htm
Amended and Restated Loan Agreement This Amended and Restated Loan Agreement (this Agreement) is entered into on October 18, 2016 in Beijing, by and between: Party A: Baidu Online Network Technology (Beijing) Co., Ltd. th Registered Address: 3/F, No. 10 Shangdi 10 Party B: Zhixiang Liang ID No.: WHEREAS 1. Party A is a foreign invested enterprise incorporated under the
Webplus: BIDU/20170331/20-F/29_EX-4.61/000.htm SEC Original: d277810dex461.htm
Amended and Restated Business Operating Agreement This Amended and Restated Business Operating Agreement (this Agreement) is entered into among the following parties in Beijing, PRC as of October 18, 2016: Party A: Baidu Online Network Technology (Beijing) Co., Ltd. Address: 3/F., Baidu Building, No. 10 Shangdi 10th Street, Haidian District, Beijing Party B: Beijing BaiduPay Science and Technology Co., Ltd.
Webplus: BIDU/20170331/20-F/30_EX-4.68/000.htm SEC Original: d277810dex468.htm
EXECUTION VERSION BAIDU, INC. AS BORROWER ARRANGED BY BANK OF CHINA LIMITED CITIGROUP GLOBAL MARKETS ASIA LIMITED DEUTSCHE BANK AG, SINGAPORE BRANCH THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED AND OTHERS WITH CITICORP INTERNATIONAL LIMITED ACTING AS AGENT US$2,000,000,000 TERM AND REVOLVING CREDIT FACILITIES AGREEMENT CONTENTS Clause Page 1. Definitions and Interpretation 1 2. The Facilities 21 3. Purpose 22
Webplus: BIDU/20170331/20-F/31_EX-4.69/000.htm SEC Original: d277810dex469.htm
Execution Version NOTE PURCHASE AGREEMENT Agreement Company Schedule 1 Schedule 1 G1 Investor G1 Investors Schedule 1 G2 Investor G2 Investors Investors This NOTE PURCHASE AGREEMENT, dated as of January 11, 2017 (this RECITALS A-1 Note Notes Schedule 1 G1 Conversion Shares A-2 G2 Note G2 Notes Notes G2 Conversion Shares Conversion Shares WHEREAS, subject to the terms and
Webplus: BIDU/20170331/20-F/32_EX-8.1/000.htm SEC Original: d277810dex81.htm
List of Principal Subsidiaries and Consolidated Affiliated Entities Subsidiaries: Baidu Holdings Limited Incorporated in the British Virgin Islands Baidu (Hong Kong) Limited Incorporated in Hong Kong Baidu Online Network Technology (Beijing) Co., Ltd. Incorporated in the PRC Baidu (China) Co., Ltd. Incorporated in the PRC Baidu.com Times Technology (Beijing) Co., Ltd. Incorporated in the PRC
Webplus: BIDU/20170331/20-F/33_EX-12.1/000.htm SEC Original: d277810dex121.htm
I, Robin Yanhong Li, certify that: Form 20-F 1. I have reviewed this annual report on 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with
Webplus: BIDU/20170331/20-F/34_EX-12.2/000.htm SEC Original: d277810dex122.htm
Certification by the Principal Financial Officer I, Jennifer Xinzhe Li, certify that: Form 20-F 1. I have reviewed this annual report on 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such
Webplus: BIDU/20170331/20-F/35_EX-13.1/000.htm SEC Original: d277810dex131.htm
Form 20-F (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.1 35 d277810dex131.htm EX-13.1
Webplus: BIDU/20170331/20-F/36_EX-13.2/000.htm SEC Original: d277810dex132.htm
Certification by the Principal Financial Officer Form 20-F (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.2 36 d277810dex132.htm EX-13.2
Webplus: BIDU/20170331/20-F/37_EX-15.1/000.htm SEC Original: d277810dex151.htm
15.1 [Maples and Calder (Hong Kong) LLP Letterhead] Baidu, Inc. Baidu Campus No. 10 Shangdi 10th Street Haidian District, Beijing 100085 The Peoples Republic of China 31 March 2017 Dear Sirs Baidu, Inc. 20-F Annual Report SEC S-8 No. 333-129374) S-8 No. 333-158678) F-3 No. 333-184757) We consent to the reference to our firm under the heading Item 10.E. Additional
Webplus: BIDU/20170331/20-F/38_EX-15.2/000.htm SEC Original: d277810dex152.htm
15.2 [Han Kun Law Offices Letterhead] March 31, 2017 Baidu, Inc. Baidu Campus No. 10 Shangdi 10th Street Haidian District, Beijing Peoples Republic of China 100085 Dear Sir/Madam: 20-F Annual Report SEC S-8 No. 333-129374) S-8 No. 333-158678) F-3 No. 333-184757) We hereby consent to the reference of our name under the heading Item 4.B. Information on the CompanyBusiness OverviewRegulations
Webplus: BIDU/20170331/20-F/39_EX-15.3/000.htm SEC Original: d277810dex153.htm
15.3 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the following Registration Statements: (1) S-8 No. 333-129374) Registration Statement (Form (2) S-8 No. 333-158678) Registration Statement (Form (3) F-3 No. 333-184757) Registration Statement (Form 20-F) of our reports dated March 31, 2017, with respect to the consolidated financial statements of Baidu, Inc. and
Company Info:
Ticker: BIDU, Company: Baidu, Inc., Type: 20-F, Date: 2017-03-31, XBRL Interactive FinancialsCIK: 0001329099, Location: F4, SIC: 7370, SIC Desc: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC.
Business Phone & Address:
BAIDU CAMPUS, NO. 10 SHANGDI 10TH STREET, HAIDIAN DISTRICT
BEIJING 100085
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