GIGM [GIGAMEDIA] UPLOAD:
[]
ZA [ZUOAN FASHION] F-1/A: (Original Filing)
[AMENDMENT NO. 1 TO FORM F-1 REGISTRATION STATEMENT Zuoan Fashion Limited Not Applicable Cayman Islands 2320 Not Applicable Rooms 213 to 215, Block 8 Name of Agent for Service (Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service) Copies to: James C. Lin, Esq. David Roberts, Esq. Approximate date of commencement of proposed sale] [Zuoan Fashion Limited 6,900,000 American Depositary Shares Representing 27,600,000 Ordinary Shares, par value US$0.00025 per share UNDERWRITING AGREEMENT January , 2011 COWEN AND COMPANY, LLC As Representative of the several Underwriters c/o Cowen and Company, LLC 1221 Avenue of the Americas New York, New York 10020 Dear Sirs: 1. INTRODUCTORY (I) provided, however (b) As of the Applicable Time (as] [[LETTERHEAD OF CONYERS DILL & PEARMAN] 12 January 2011 Zuoan Fashion Limited Rooms 213 to 215, Block 8 No. 1150 Luochuan Middle Road Shanghai 200072 China Matter No. 874853 Doc AC/al/#345634 Direct Line (852) 2842 9531 Anna.Chong@ conyersdill.com Dear Sirs, Zuoan Fashion Limited (the Company) Commission Registration Statement Securities Act Ordinary Shares For the purposes of giving this opinion, we] [[LETTERHEAD OF TREND ASSOCIATES] To: Zuoan Fashion Limited Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman, KY1-1111, Cayman Islands 3 January 2011 I Dear Sirs: 1. Introduction PRC Registration Statement Ordinary Shares We are acting as legal advisers of the Company as to matters of laws of the Peoples Republic of China (the 1 2. Definitions Governmental Authority] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use in this Registration Statement of our report dated January 4, 2011, relating to the consolidated financial statements of Zuoan Fashion Limited and subsidiaries, and to the reference to our Firm under the caption Experts in the prospectus. GHP Horwath, P.C. Denver, Colorado 1 EX-23.1 5 a2201586zex-23_1.htm EX-23.1]
ZA [ZUOAN FASHION] F-1/A: AMENDMENT NO. 1 TO FORM F-1 REGISTRATION STATEMENT
[AMENDMENT NO. 1 TO FORM F-1 REGISTRATION STATEMENT Zuoan Fashion Limited Not Applicable Cayman Islands 2320 Not Applicable Rooms 213 to 215, Block 8 Name of Agent for Service (Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service) Copies to: James C. Lin, Esq. David Roberts, Esq. Approximate date of commencement of proposed sale] [Zuoan Fashion Limited 6,900,000 American Depositary Shares Representing 27,600,000 Ordinary Shares, par value US$0.00025 per share UNDERWRITING AGREEMENT January , 2011 COWEN AND COMPANY, LLC As Representative of the several Underwriters c/o Cowen and Company, LLC 1221 Avenue of the Americas New York, New York 10020 Dear Sirs: 1. INTRODUCTORY (I) provided, however (b) As of the Applicable Time (as] [[LETTERHEAD OF CONYERS DILL & PEARMAN] 12 January 2011 Zuoan Fashion Limited Rooms 213 to 215, Block 8 No. 1150 Luochuan Middle Road Shanghai 200072 China Matter No. 874853 Doc AC/al/#345634 Direct Line (852) 2842 9531 Anna.Chong@ conyersdill.com Dear Sirs, Zuoan Fashion Limited (the Company) Commission Registration Statement Securities Act Ordinary Shares For the purposes of giving this opinion, we] [[LETTERHEAD OF TREND ASSOCIATES] To: Zuoan Fashion Limited Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman, KY1-1111, Cayman Islands 3 January 2011 I Dear Sirs: 1. Introduction PRC Registration Statement Ordinary Shares We are acting as legal advisers of the Company as to matters of laws of the Peoples Republic of China (the 1 2. Definitions Governmental Authority] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use in this Registration Statement of our report dated January 4, 2011, relating to the consolidated financial statements of Zuoan Fashion Limited and subsidiaries, and to the reference to our Firm under the caption Experts in the prospectus. GHP Horwath, P.C. Denver, Colorado 1 EX-23.1 5 a2201586zex-23_1.htm EX-23.1]
ZA [ZUOAN FASHION] F-6: (Original Filing)
[FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FOR AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS Zuoan Fashion Limited (Exact name of issuer of deposited securities as specified in its charter) Not Applicable Cayman Islands ) (Jurisdiction of incorporation or organization of issuer Deutsche Bank Trust Company Americas ) (Exact name of depositary as specified in its] [DEPOSIT AGREEMENT by and among ZUOAN FASHION LIMITED as Issuer, DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ISSUED HEREUNDER Dated as of [●], 2011 DEPOSIT AGREEMENT DEPOSIT AGREEMENT W I T N E S S E T H T H A T: WHEREAS WHEREAS WHEREAS] [January 12, 2011 FFB:JG Deutsche Bank Trust Company Americas, as Depositary under the Deposit Agreement referred to below 60 Wall Street New York, NY 10005 Ladies and Gentlemen: Deutsche Bank Trust Company Americas, as Depositary January 12, 2011 Very truly yours, 2 EX-5 3 a11-05_ex5.htm OPINION]
KUTV [Ku6 Media] CORRESP: (Original Filing)
[Ku6 Media Co., Ltd. Building 6, Zhengtongchuangyi Centre No. 18, Xibahe Xili, Chaoyang District, Beijing 100028, People’s Republic of China January 12, 2011 Mr. Joseph M. Kempf Mr. Robert S. Littlepage Mr. Ajay Koduri Mr. Robert Bartelmes Division of Corporation Finance 100 F Street, N.E. Mail Stop 7010 U.S.A. Re: Ku6 Media Co., Ltd. Form 20-F for the Fiscal Year]
ZA [ZUOAN FASHION] F-6: FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT
[FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FOR AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS Zuoan Fashion Limited (Exact name of issuer of deposited securities as specified in its charter) Not Applicable Cayman Islands ) (Jurisdiction of incorporation or organization of issuer Deutsche Bank Trust Company Americas ) (Exact name of depositary as specified in its] [DEPOSIT AGREEMENT by and among ZUOAN FASHION LIMITED as Issuer, DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ISSUED HEREUNDER Dated as of [●], 2011 DEPOSIT AGREEMENT DEPOSIT AGREEMENT W I T N E S S E T H T H A T: WHEREAS WHEREAS WHEREAS] [January 12, 2011 FFB:JG Deutsche Bank Trust Company Americas, as Depositary under the Deposit Agreement referred to below 60 Wall Street New York, NY 10005 Ladies and Gentlemen: Deutsche Bank Trust Company Americas, as Depositary January 12, 2011 Very truly yours, 2 EX-5 3 a11-05_ex5.htm OPINION]
KUTV [Ku6 Media] CORRESP: Ku6 Media Co., Ltd. Building 6, Zhengtongchuangyi Centre
[Ku6 Media Co., Ltd. Building 6, Zhengtongchuangyi Centre No. 18, Xibahe Xili, Chaoyang District, Beijing 100028, People’s Republic of China January 12, 2011 Mr. Joseph M. Kempf Mr. Robert S. Littlepage Mr. Ajay Koduri Mr. Robert Bartelmes Division of Corporation Finance 100 F Street, N.E. Mail Stop 7010 U.S.A. Re: Ku6 Media Co., Ltd. Form 20-F for the Fiscal Year]
ZA [ZUOAN FASHION] 8-A12B: (Original Filing)
[FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES Zuoan Fashion Limited Cayman Islands Not Applicable (State of incorporation or organization) (I.R.S. Employer Identification No.) Rooms 213 to 215, Block 8 Title of each class Name of each exchange on which Ordinary shares, par value US$0.00025 per share * x o 333-171534 None INFORMATION REQUIRED IN REGISTRATION STATEMENT]
