[INTRODUCTION 1 GLOSSARY 5 7 PART I 8 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 8 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 8 ITEM 3. KEY INFORMATION 9 A. SELECTED FINANCIAL DATA 9 B. CAPITALIZATION AND INDEBTEDNESS 12 C. REASONS FOR THE OFFER AND USE OF PROCEEDS 12 D. RISK FACTORS 13 ITEM 4. INFORMATION ON THE] [Execution Version AMENDMENT NO. 3 TO SHAREHOLDERS’ AGREEMENT Amendment No. 3 MCE Cotai New Cotai MCE Company This AMENDMENT NO. 3 TO SHAREHOLDERS’ AGREEMENT ( BACKGROUND (A) Shareholders’ Agreement) (B) ( Original Capital Commitments (C) (Amendment No. 1 (MCE Follow On Commitment (New Cotai Equity Option On 25 September 2012, MCE Cotai, New Cotai, MCE and the Company entered into] [AMENDMENT NO. 4 TO SHAREHOLDERS’ AGREEMENT Amendment No. 4 MCE Cotai New Cotai MCE Company This AMENDMENT NO. 4 TO SHAREHOLDERS’ AGREEMENT ( BACKGROUND (A) Shareholders’ Agreement (B) Phase I Capital Commitments (C) Phase II Preliminary Design Work) On the date of this Amendment No. 4, the Board approved a budget of * for the preliminary development and initial concept] [List of Subsidiaries 1. MCE Finance Limited, incorporated in the Cayman Islands 2. MPEL International Limited, incorporated in the Cayman Islands 3. MPEL Nominee One Limited, incorporated in the Cayman Islands 4. MPEL Nominee Two Limited, incorporated in the Cayman Islands 5. MPEL Investments Limited, incorporated in the Cayman Islands 6. Melco Crown (Macau) Limited, incorporated in the Macau Special] [Certification by the Chief Executive Officer I, Lawrence Yau Lung Ho, certify that: 1. I have reviewed this annual report on Form 20-F of Melco Crown Entertainment Limited; 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] [Certification by the Chief Financial Officer I, Geoffrey Stuart Davis, certify that: 1. I have reviewed this annual report on Form 20-F of Melco Crown Entertainment Limited; 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] [Certification by the Chief Executive Officer 1. 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 7 d807931dex131.htm EX-13.1] [Certification by the Chief Financial Officer 1. 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 8 d807931dex132.htm EX-13.2] [Partners: Paul Aherne* Ashley Davies* Tim Haynes*** Fraser Hern* Kristen Kwok* Arwel Lewis* Andy Randall** Denise Wong* 15 April 2015 Our Ref: DW/AH/M4237-H01577 The Board of Directors Melco Crown Entertainment Limited 36th Floor The Centrium 60 Wyndham Street Central Hong Kong Dear Sirs FORM 20-F Commission Exchange Act Yours faithfully WALKERS Walkers Suite 1501-1507, Alexandra House, 18 Chater Road, Central,] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statements Nos. 333-185477 and 333-143866 on Form S-8 of our reports dated March 25, 2015, relating to the consolidated financial statements and financial statement schedule of Melco Crown Entertainment Limited and its subsidiaries (the “Company”), and the effectiveness of the Company’s internal control over]