VNET [21Vianet] F-1/A: PROSPECTUS (Subject to Completion) Issued April 20, 2011

[PROSPECTUS (Subject to Completion) Issued April 20, 2011 12,500,000 American Depositary Shares 21Vianet Group, Inc. Representing 75,000,000 Class A Ordinary Shares 21Vianet Group, Inc. is offering 12,500,000 American depositary shares, or ADSs, each representing six Class A ordinary shares, par value US$0.00001 per share. This is our initial public offering and no public market currently exists for our ADSs or] [75,000,000 Class A Ordinary Shares 21Vianet Group, Inc. CLASS A ORDINARY SHARES, PAR VALUE US$0.00001 PER SHARE in the form of American Depositary Shares UNDERWRITING AGREEMENT April [ — ], 2011 — [ Morgan Stanley & Co. International plc 25 Cabot Square, Canary Wharf London E14 4QA United Kingdom Barclays Capital Inc. 745 Seventh Avenue New York, NY 10019 J.P.] [Our ref VZL\653749\4416045v1 Direct tel +852 2971 3095 Email valerie.law@maplesandcalder.com 21Vianet Group, Inc. M5, 1 Jiuxianqiao East Road Chaoyang District Beijing 100016 People’s Republic of China 20 April 2011 Dear Sirs 21Vianet Group, Inc. Company Registration Statement ADSs Shares We have acted as Cayman Islands legal advisers to 21Vianet Group Inc. (the “ 1 Documents Reviewed For the purposes of] [21Vianet Group, Inc. Share Subscription Agreement December 31, 2010 1 Sunrise Corporate Holding Ltd. Subscriber 2,482,609 Shares Company Articles 2 The Shares will be allotted and issued as fully paid at issue price of US$0.0001 per share. The Subscriber hereby agrees to pay to the Company US$0.0001 per share for the Shares, such amount to be paid to the Company’s] [Consents of Independent Registered Public Accounting Firm We consent to the reference to our firm under the caption “Experts” and to the use of our report dated March 1, 2011 (except for Note 26(d) as to which the date is April 4, 2011), with respect to the consolidated financial statements of 21Vianet Group, Inc., included in Amendment No.3 to the]

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KUTV [Ku6 Media] SC 13D/A: (Original Filing)

[April 20, 2011 GRANITE GLOBAL VENTURES (Q.P.) L.P. GRANITE GLOBAL VENTURES L.L.C. ITS: GENERAL PARTNER Hany M. Nada April 20, 2011 GRANITE GLOBAL VENTURES III L.P. GRANITE GLOBAL VENTURES III L.L.C. ITS: GENERAL PARTNER Hany M. Nada April 20, 2011 GRANITE GLOBAL VENTURES L.L.C.] [CUSIP No. 447773 10 2 Page 2 of 23 1 NAMES OF REPORTING PERSONS 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) o (a) þ (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS (SEE INSTRUCTIONS) WC]

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DATE [JIAYUAN.COM INTERNATIONAL] F-1: (Original Filing)

[FormF-1 REGISTRATION STATEMENT Jiayuan.com International Not Applicableyman Islands 7371 Not Applicable Room1005, Changxin Building CTrporation System (Name,dress,luding zipde, and telephone number,luding areade, ofent for service)pies to:vid S. Wang, Esq.vid T. Zhang, Esq. Approximatete ofmmencement of proposedle to the public:] [THEMPANIES LAW (2010 REVISION) OF THEYMAN ISLANDSMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OFSOCIATION OF JIAYUAN.COM INTERNATIONAL THEMPANIES LAW (2010 REVISION) OF THEYMAN ISLANDSMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OFSOCIATION OF JIAYUAN.COM INTERNATIONAL 1 Definitionspitalised terms that are not defined in the Memorandum bear the respective meanings given to them] [THEMPANIES LAW (2010 REVISION) OF THEYMAN ISLANDSMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OFSOCIATION OF JIAYUAN.COM INTERNATIONAL (Adopted by aecial Resolution passed on April20, 2011 and effectivenditional and immediately upon the closing ofmpanys offering of American depositary shares representing its Ordinary Shares on Nasdaq Global Market)] [JIAYUAN.COM INTERNATIONAL Number Share[s]orporated under the laws of theyman Islands Sharepital is US$100,000 divided into 100,000,000 Ordinary Shares of a par value of US$0.001 each THIS IS TO CERTIFY THAT is the registered holder of Share[s] in theove-namedmpany subject to the Memorandum and Articles ofsociation thereof.] [SHAREHOLDERSREEMENTTED JANUARY 26 , 2011 BY AND AMONG JIAYUAN.COM INTERNATIONAL LIMITED (asmpany)hedule 1 the Persons listed on (as Investors)hedule 2 the Persons listed on (as Key Holders) ANDhedule 3 the entities listed on SHAREHOLDERSREEMENT RECITALS WHEREAS , Harper, certain shareholders of the Key Holders,] [Our ref DLK\660390\4477549v1 Direct tel +852 2971 3005 Email jenny.nip@maplesandcalder.com Subject to review and amendment Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District Beijing The Peoples Republic of China [ ] 2011 Dear Sirs Jiayuan.com International 1 Documents Reviewed For the purposes of this opinion, we have reviewed only originals,pies or final drafts] [77100.00003 May, 2011 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing The Peoples Republic of China Ladies and Gentlemen: Very truly yours, 2 EX-8.2 a2203517zex-8_2.htm 7 EX-8.2] [LEGAL OPINION To: JIAYUAN.COM INTERNATIONAL [Room1005, Changxin Building [], 2011 Dear Sir/Madam: 1. Opinion We are lawyers qualified in the Peoples Republic of China (the 4. Based upon and subject to the foregoing, we are of the opinion that the statements set forth under theption Taxation in the Registration Statement insofar theynstitute statement of tax] [JIAYUAN.COM INTERNATIONAL 2007 SHAREENTIVE PLAN Amended and Restated on March30 , 2011 1. PURPOSE OF PLAN 2. ELIGIBILITY 1 3. PLANMINISTRATION (a) determine eligibility and, from among those persons determined to be eligible, the particular Eligible Persons who will receive an award under this Plan; (c) approve the forms of awardreements (which need not be] [INDEMNIFICATIONREEMENTreementmpany Indemnitee This Indemnificationreement ( RECITALS A. Thempany and Indemnitee recognize thentinued difficulty in obtaining liability insurance for its directors, officers, employees,ents and fiduciaries, the significantreases in thest of such insurance and the general reductions in theverage of such insurance. B.] [CONFIDENTIALITY AND NON-COMPETITIONREEMENT Thisreement is made on , by and between the following Parties in , Peoples Republic of China (China): Party A: Legal representative: Party B: ID:dress: WHEREAS: 1.nfidential Business Information (see below for definition) is the important intangibleset of Party A, and any disclosure of them willuse immeasurable loss to Party A.] [EMPLOYMENTNTRACT Labor Law of the Peoples Republic of China Employmentntract Law of the Peoples Republic of China In accordance with the Basic Information of the Parties to This Employmentntact Party A Legal Representative (principal) or Authorized Representative Registereddress Place of Business Party B Gender Telephone: Household Type (urban or rural)] [Confidential RESTATED EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT By and between SHANGHAI HUAQIANSHU INFORMATION TECHNOLOGYLTD. A nd MIYUAN ( SHANGHAI ) I NFORMATION TECHNOLOGYLTD. January25, 2011 RESTATED EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT Registereddress: Room1114, No.1, Lane 127, Guotai Road, Yangpu District, Shanghai Legal representative: Yongqiang QIAN (B)] [Confidential EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT By and between SHANGHAI SHIJI JIAYUAN MATCHMAKING SERVICE CENTER A nd MIYUAN ( SHANGHAI ) I NFORMATION TECHNOLOGYLTD. January25, 2011 EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT (A) SHANGHAI SHIJI JIAYUAN MATCHMAKING SERVICE CENTER ( Party A ) Registereddress: Room201, 202, 203, Building No.9, 970lian Road, Yangpu District, Shanghai] [COOPERATIVE OPERATIONREEMENT by and among MIYUAN ( SHANGHAI ) I NFORMATION TECHNOLOGYLTD. SHANGHAI HUAQIANSHU I NFORMATION TECHNOLOGYLTD. a nd SHANGHAI SHIJI JIAYUAN MATCHMAKING SERVICE CENTER January25, 2011 TABLE OFNTENT 1 .MPANY OPERATION 2 2 . APPOINTMENT OF MANAGEMENTMMITTEE MEMBERS AND KEY EMPLOYEES 5 3 .] [Confidential EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT By and between BEIJING HUAQIANSHU INFORMATION TECHNOLOGYLTD. A nd BEIJING MIYUAN I NFORMATION TECHNOLOGYLTD. February17 , 20 11 EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT (A) BEIJING HUAQIANSHU INFORMATION TECHNOLOGYLTD. ( Party A ) Registereddress: Room6552, Building No.3, 3 Xijing Road, High Tech Park, Shijingshan District Badachu, Beijing] [Confidential EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT By and between BEIJING SHIJI XIQUE INFORMATION TECHNOLOGYLTD. A nd BEIJING MIYUAN I NFORMATION TECHNOLOGYLTD. February17, 20 11 EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT (A) BEIJING SHIJI XIQUE INFORMATION TECHNOLOGYLTD. ( Party A ) Registereddress: Room6551, Building No.3, 3 Xijing Road, High Tech Park, Shijingshan District Badachu, Beijing] [Wholly-Owned Subsidiaries 1. Harperpital 2. Jiayuan Hong Kongrporation Limited, a Hong Kongmpany 3. Miyuan (Shanghai) Information TechnologyLtd., ampany 4. Beijing Miyuan Information TechnologyLtd., ampany 5. Shanghai Huaqianshu Information TechnologyLtd., ampany 6. Shanghai Shiji Jiayuan Matchmaking Service Center, a privately funded non-enterprise institution] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We herebynsent to the use in this Registration Statement on FormF-1 of Jiayuan.com International of our reportted March8, 2011, except for Note 19(c), (e)and (f)which are of April20, 2011, relating to thensolidated financial statements of Jiayuan.com International which appears in such Registration Statement. Wesonsent to the reference to] [Consent of iResearchnsulting April19, 2011 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing The Peoples Republic of China Ladies and Gentlemen: iResearchnsulting furthernsents tolusion of information,ta and statements from the report entitled iResearch Report on China Onlineting Industry and Market (the Report) in thempanys Registration Statement and SEC Filings, and citation of] [April 20, 2011 Jiayuan.com International Room 1005, Changxin Building, 39 Anding Rd, Chaoyang District, Beijing, China. Subject:WRITTENNSENT OF AMERICAN APPRAISAL CHINA LIMITED In reaching our valuenclusions, we relied on the accuracy andmpleteness of the financial statements and otherta provided by thempany the equity shares of thempany] [April 18 , 2011 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing The Peoples Republic of China (8610) 6442-8783 Ladies and Gentlemen: Sincerely yours, EX-23.7 a2203517zex-23_7.htm 22 EX-23.7] [April 18 , 2011 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing The Peoples Republic of China (8610) 6442-8783 Ladies and Gentlemen: Sincerely yours, EX-23.8 a2203517zex-23_8.htm 23 EX-23.8] [JIAYUAN.COM INTERNATIONALDE OF BUSINESSNDUCT AND ETHICS I. Purpose Thisde is designed to deter wrongdoing and to promote: (i) honest and ethicalnduct,luding the ethical handling of actual or apparentnflicts of interest between personal and professional relationships; (ii) (iii)mpliance with applicable governmental laws, rulesand regulations;] [LEGAL OPINION To: JIAYUAN.COM INTERNATIONAL LIMITED [Room1005, Changxin Building No.39 Anding Road, Chaoyang District Beijing 100029 the Peoples Republic of China] [ ], 2011 Dear Sir/Madam: 1. Opinion We are lawyers qualified in the Peoples Republic of China (the 2. 3. Documents In so acting, we have examined the Registration Statement, the originals orpies certified]

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KUTV [Ku6 Media] SC 13D/A: April 20, 2011 GRANITE GLOBAL VENTURES (Q.P.) L.P.

[April 20, 2011 GRANITE GLOBAL VENTURES (Q.P.) L.P. GRANITE GLOBAL VENTURES L.L.C. ITS: GENERAL PARTNER Hany M. Nada April 20, 2011 GRANITE GLOBAL VENTURES III L.P. GRANITE GLOBAL VENTURES III L.L.C. ITS: GENERAL PARTNER Hany M. Nada April 20, 2011 GRANITE GLOBAL VENTURES L.L.C.] [CUSIP No. 447773 10 2 Page 2 of 23 1 NAMES OF REPORTING PERSONS 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) o (a) þ (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS (SEE INSTRUCTIONS) WC]

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DATE [JIAYUAN.COM INTERNATIONAL] F-1: FormF-1 REGISTRATION STATEMENT Jiayuan.com International Not Applicableyman Islands

[FormF-1 REGISTRATION STATEMENT Jiayuan.com International Not Applicableyman Islands 7371 Not Applicable Room1005, Changxin Building CTrporation System (Name,dress,luding zipde, and telephone number,luding areade, ofent for service)pies to:vid S. Wang, Esq.vid T. Zhang, Esq. Approximatete ofmmencement of proposedle to the public:] [THEMPANIES LAW (2010 REVISION) OF THEYMAN ISLANDSMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OFSOCIATION OF JIAYUAN.COM INTERNATIONAL THEMPANIES LAW (2010 REVISION) OF THEYMAN ISLANDSMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OFSOCIATION OF JIAYUAN.COM INTERNATIONAL 1 Definitionspitalised terms that are not defined in the Memorandum bear the respective meanings given to them] [THEMPANIES LAW (2010 REVISION) OF THEYMAN ISLANDSMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OFSOCIATION OF JIAYUAN.COM INTERNATIONAL (Adopted by aecial Resolution passed on April20, 2011 and effectivenditional and immediately upon the closing ofmpanys offering of American depositary shares representing its Ordinary Shares on Nasdaq Global Market)] [JIAYUAN.COM INTERNATIONAL Number Share[s]orporated under the laws of theyman Islands Sharepital is US$100,000 divided into 100,000,000 Ordinary Shares of a par value of US$0.001 each THIS IS TO CERTIFY THAT is the registered holder of Share[s] in theove-namedmpany subject to the Memorandum and Articles ofsociation thereof.] [SHAREHOLDERSREEMENTTED JANUARY 26 , 2011 BY AND AMONG JIAYUAN.COM INTERNATIONAL LIMITED (asmpany)hedule 1 the Persons listed on (as Investors)hedule 2 the Persons listed on (as Key Holders) ANDhedule 3 the entities listed on SHAREHOLDERSREEMENT RECITALS WHEREAS , Harper, certain shareholders of the Key Holders,] [Our ref DLK\660390\4477549v1 Direct tel +852 2971 3005 Email jenny.nip@maplesandcalder.com Subject to review and amendment Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District Beijing The Peoples Republic of China [ ] 2011 Dear Sirs Jiayuan.com International 1 Documents Reviewed For the purposes of this opinion, we have reviewed only originals,pies or final drafts] [77100.00003 May, 2011 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing The Peoples Republic of China Ladies and Gentlemen: Very truly yours, 2 EX-8.2 a2203517zex-8_2.htm 7 EX-8.2] [LEGAL OPINION To: JIAYUAN.COM INTERNATIONAL [Room1005, Changxin Building [], 2011 Dear Sir/Madam: 1. Opinion We are lawyers qualified in the Peoples Republic of China (the 4. Based upon and subject to the foregoing, we are of the opinion that the statements set forth under theption Taxation in the Registration Statement insofar theynstitute statement of tax] [JIAYUAN.COM INTERNATIONAL 2007 SHAREENTIVE PLAN Amended and Restated on March30 , 2011 1. PURPOSE OF PLAN 2. ELIGIBILITY 1 3. PLANMINISTRATION (a) determine eligibility and, from among those persons determined to be eligible, the particular Eligible Persons who will receive an award under this Plan; (c) approve the forms of awardreements (which need not be] [INDEMNIFICATIONREEMENTreementmpany Indemnitee This Indemnificationreement ( RECITALS A. Thempany and Indemnitee recognize thentinued difficulty in obtaining liability insurance for its directors, officers, employees,ents and fiduciaries, the significantreases in thest of such insurance and the general reductions in theverage of such insurance. B.] [CONFIDENTIALITY AND NON-COMPETITIONREEMENT Thisreement is made on , by and between the following Parties in , Peoples Republic of China (China): Party A: Legal representative: Party B: ID:dress: WHEREAS: 1.nfidential Business Information (see below for definition) is the important intangibleset of Party A, and any disclosure of them willuse immeasurable loss to Party A.] [EMPLOYMENTNTRACT Labor Law of the Peoples Republic of China Employmentntract Law of the Peoples Republic of China In accordance with the Basic Information of the Parties to This Employmentntact Party A Legal Representative (principal) or Authorized Representative Registereddress Place of Business Party B Gender Telephone: Household Type (urban or rural)] [Confidential RESTATED EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT By and between SHANGHAI HUAQIANSHU INFORMATION TECHNOLOGYLTD. A nd MIYUAN ( SHANGHAI ) I NFORMATION TECHNOLOGYLTD. January25, 2011 RESTATED EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT Registereddress: Room1114, No.1, Lane 127, Guotai Road, Yangpu District, Shanghai Legal representative: Yongqiang QIAN (B)] [Confidential EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT By and between SHANGHAI SHIJI JIAYUAN MATCHMAKING SERVICE CENTER A nd MIYUAN ( SHANGHAI ) I NFORMATION TECHNOLOGYLTD. January25, 2011 EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT (A) SHANGHAI SHIJI JIAYUAN MATCHMAKING SERVICE CENTER ( Party A ) Registereddress: Room201, 202, 203, Building No.9, 970lian Road, Yangpu District, Shanghai] [COOPERATIVE OPERATIONREEMENT by and among MIYUAN ( SHANGHAI ) I NFORMATION TECHNOLOGYLTD. SHANGHAI HUAQIANSHU I NFORMATION TECHNOLOGYLTD. a nd SHANGHAI SHIJI JIAYUAN MATCHMAKING SERVICE CENTER January25, 2011 TABLE OFNTENT 1 .MPANY OPERATION 2 2 . APPOINTMENT OF MANAGEMENTMMITTEE MEMBERS AND KEY EMPLOYEES 5 3 .] [Confidential EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT By and between BEIJING HUAQIANSHU INFORMATION TECHNOLOGYLTD. A nd BEIJING MIYUAN I NFORMATION TECHNOLOGYLTD. February17 , 20 11 EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT (A) BEIJING HUAQIANSHU INFORMATION TECHNOLOGYLTD. ( Party A ) Registereddress: Room6552, Building No.3, 3 Xijing Road, High Tech Park, Shijingshan District Badachu, Beijing] [Confidential EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT By and between BEIJING SHIJI XIQUE INFORMATION TECHNOLOGYLTD. A nd BEIJING MIYUAN I NFORMATION TECHNOLOGYLTD. February17, 20 11 EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT (A) BEIJING SHIJI XIQUE INFORMATION TECHNOLOGYLTD. ( Party A ) Registereddress: Room6551, Building No.3, 3 Xijing Road, High Tech Park, Shijingshan District Badachu, Beijing] [Wholly-Owned Subsidiaries 1. Harperpital 2. Jiayuan Hong Kongrporation Limited, a Hong Kongmpany 3. Miyuan (Shanghai) Information TechnologyLtd., ampany 4. Beijing Miyuan Information TechnologyLtd., ampany 5. Shanghai Huaqianshu Information TechnologyLtd., ampany 6. Shanghai Shiji Jiayuan Matchmaking Service Center, a privately funded non-enterprise institution] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We herebynsent to the use in this Registration Statement on FormF-1 of Jiayuan.com International of our reportted March8, 2011, except for Note 19(c), (e)and (f)which are of April20, 2011, relating to thensolidated financial statements of Jiayuan.com International which appears in such Registration Statement. Wesonsent to the reference to] [Consent of iResearchnsulting April19, 2011 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing The Peoples Republic of China Ladies and Gentlemen: iResearchnsulting furthernsents tolusion of information,ta and statements from the report entitled iResearch Report on China Onlineting Industry and Market (the Report) in thempanys Registration Statement and SEC Filings, and citation of] [April 20, 2011 Jiayuan.com International Room 1005, Changxin Building, 39 Anding Rd, Chaoyang District, Beijing, China. Subject:WRITTENNSENT OF AMERICAN APPRAISAL CHINA LIMITED In reaching our valuenclusions, we relied on the accuracy andmpleteness of the financial statements and otherta provided by thempany the equity shares of thempany] [April 18 , 2011 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing The Peoples Republic of China (8610) 6442-8783 Ladies and Gentlemen: Sincerely yours, EX-23.7 a2203517zex-23_7.htm 22 EX-23.7] [April 18 , 2011 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing The Peoples Republic of China (8610) 6442-8783 Ladies and Gentlemen: Sincerely yours, EX-23.8 a2203517zex-23_8.htm 23 EX-23.8] [JIAYUAN.COM INTERNATIONALDE OF BUSINESSNDUCT AND ETHICS I. Purpose Thisde is designed to deter wrongdoing and to promote: (i) honest and ethicalnduct,luding the ethical handling of actual or apparentnflicts of interest between personal and professional relationships; (ii) (iii)mpliance with applicable governmental laws, rulesand regulations;] [LEGAL OPINION To: JIAYUAN.COM INTERNATIONAL LIMITED [Room1005, Changxin Building No.39 Anding Road, Chaoyang District Beijing 100029 the Peoples Republic of China] [ ], 2011 Dear Sir/Madam: 1. Opinion We are lawyers qualified in the Peoples Republic of China (the 2. 3. Documents In so acting, we have examined the Registration Statement, the originals orpies certified]

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XIN [Xinyuan Real Estate] 20-F: (Original Filing)

[TABLE OF CONTENTS PAGE ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 1 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 2 ITEM 3. KEY INFORMATION 2 A. Selected Financial Data 2 B. Capitalization and Indebtedness 3 C. Reasons for the Offer and Use of Proceeds 3 D. Risk Factors 4 ITEM 4. INFORMATION ON THE COMPANY 25 A. History] [Xinyuan Real Estate Co., Ltd. List of Subsidiaries as of March 31, 2011 Company Name Jurisdiction of Incorporation Parent Company Equity Xinyuan Real Estate, Ltd. Cayman Islands Xinyuan Real Estate Co., Ltd. 100 % South Glory International Ltd. Hong Kong Xinyuan Real Estate, Ltd. 100 % Victory Good Development Ltd. Hong Kong Xinyuan Real Estate, Ltd. 100 % Elite Quest] [SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Yong Zhang, certify that: 1. I have reviewed this Annual Report on Form 20-F of Xinyuan Real Estate Co., Ltd.; 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] [SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Thomas Gurnee, certify that: 1. I have reviewed this Annual Report on Form 20-F of Xinyuan Real Estate Co., Ltd.; 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] [CERTIFICATION OF CHIEF EXECUTIVE OFFICER Yong Zhang Chairman and Chief Executive Officer] [CERTIFICATION OF CHIEF FINANCIAL OFFICER Thomas Gurnee Director and Chief Financial Officer (Principal Financial Officer)] [Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statements (Form F-3 No. 333-160518, Form F-3 No. 333-166389, and Form S-8 No. 333-152637) of Xinyuan Real Estate Co., Ltd. and the related Prospectus of our reports dated April 20, 2011, with respect to the consolidated financial statements of Xinyuan Real Estate Co.,]

By | 2016-03-15T02:13:55+00:00 April 20th, 2011|Categories: Chinese Stocks, SEC Original, XIN|Tags: , , , , , |0 Comments
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