[JOINT FILING AGREEMENT Tencent Holdings Limited Ma Huateng Chairman of the Board Huang River Investment Limited Ma Huateng Director] [JD.com, Inc. Lock-Up Agreement May 12, 2014 Merrill Lynch, Pierce, Fenner & Smith Incorporated UBS Securities LLC As Representatives of the several Underwriters to be named in Schedule I to the Underwriting Agreement, Re: JD.com, Inc. - Lock-Up Agreement Ladies and Gentlemen: 1 2 bona fide 3 4 Very truly yours, Huang River Investment Limited (Exact Name) 39F, Tencent Building,] [JD.com, Inc. Lock-Up Agreement May 12, 2014 Merrill Lynch, Pierce, Fenner & Smith Incorporated UBS Securities LLC As Representatives of the several Underwriters to be named in Schedule I to the Underwriting Agreement, Re: JD.com, Inc. - Lock-Up Agreement Ladies and Gentlemen: 1 2 bona fide 3 4 Very truly yours , Martin Lau] [Agreement Buyer Buyers Seller This SHARE PURCHASE AGREEMENT (this “ ARTICLE 1 Definitions . Definitions Section 1.01 . As used herein, the following terms have the following meanings: Affiliate “ Business Day means “ Company “ Encumbrance “ Onshore ETA “ Ordinary Shares “ Restated Articles “ Subsidiary “ Thirteenth Amended and Restated Shareholders Agreement “ Purchase and Sale Purchase] [EXECUTION VERSION SUPPLEMENTAL AGREEMENT Supplemental Agreement HRIL Founder Agreement THIS SUPPLEMENTAL AGREEMENT (the “ RECITALS WHEREAS, the Founder and the Company are parties to the Agreement; WHEREAS, Section 2.01 of the Agreement provides that, with respect to the founder, HRIL shall sell to the Founder and the Founder shall purchase from HRIL the Founder’s Share Allocation of 3,449,041 Ordinary Shares] [CUSIP No. 13D Page 2 of 11 Pages 1.]