[Large Accelerated Filer ☐ Accelerated Filer ☐ Non-Accelerated Filer ☐ Smaller Reporting Company ☒ April 12, 2016 was 30,355,722. DOCUMENTS INCORPORATED BY REFERENCE TABLE OF CONTENTS PART I 2 ITEM 1 BUSINESS 2 ITEM 1A. RISK FACTORS 22 ITEM 1B. UNRESOLVED STAFF COMMENTS 35 ITEM 2 PROPERTIES 35 ITEM 3 LEGAL PROCEEDINGS 36 ITEM 4 MINE SAFETY DISCLOSURES 36 PART] [Subsidiaries China Net Online Media Group Limited, a British Virgin Islands company. China Net Online Media Group Limited is the sole shareholder of CNET Online Technology Limited, a Hong Kong company, and the sole shareholder of ChinaNet Investment Holding Ltd., a British Virgin Islands company. ChinaNet Investment Holding Ltd. is a 40% shareholder of ChinaNet Holdings Korea, a Korean company.] [Independent Registered Public Accounting Firm’s Consent We consent to the incorporation by reference in the Registration Statement of ChinaNet Online Holdings, Inc. on Form S-8 llp llp Marcum Bernstein & Pinchuk New York, New York April 14, 2016 • • • • • Fax • marcumbp.com NEW YORK OFFICE] [CERTIFICATION (1) I have reviewed this Annual Report on Form 10-K of ChinaNet Online Holdings, Inc., for the fiscal year ended December 31, 2015. (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] [CERTIFICATION (1) I have reviewed this Annual Report on Form 10-K of ChinaNet Online Holdings, Inc., for the fiscal year ended December 31, 2015. (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] [Certification As Adopted Sarbanes - Oxley Act of 2002 (2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. April 14, 2016 April 14, 2016]

[ChinaNet Online Holdings Reports Fiscal Year 2015 Financial Results 2015 total revenues decreased by 15% YOY to $32.3 million 2015 Gross margin increased to 23.6%, a 42.2% increase YOY 2015 internet advertisement revenues increased to $19.6 million, a 11% increase YOY Full year net loss attributable to ChinaNet decreased by $4.6 million YOY to $9.1 million BEIJING, April 15, 2016] [Form 8-K CURRENT REPORT Date of Report (Date of earliest event Reported): April 14, 2016 ChinaNet Online Holdings, Inc. Nevada 001-34647 20-4672080 (State or Other Jurisdiction of Incorporation) (I.R.S. Employer Identification Number) No. 3 Min Zhuang Road, Building 6, +86-10-6900-5520 [ ] [ ] [ ] [ ] Item 2.02. Results of Operations and Financial Condition. No. Description ChinaNet Online]

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[ChinaNet Online Holdings Reports Third Quarter 2015 Financial Results Management to Host Earnings Conference Call on Wednesday, November 18, 2015 at 8:30 am ET BEIJING, Nov. 16, 2015 (GLOBE NEWSWIRE) -- ChinaNet Online Holdings, Inc. (NASDAQ:CNET) ("ChinaNet" or the "Company"), a leading B2B (business to business) Internet technology company providing online-to-offline (O2O) sales channel expansion services for small and medium-sized] [Item 2.02. Results of Operations and Financial Condition. No. Description 99.1 Press Release dated November 16, 2015.]