[China Packaging Group Inc. May 9, 2011 Via EDGAR Attn: Tia L. Jenkins Raquel Howard Re: China Shengda Packaging Group Inc. Item 4.01 Form 8-K/A Filed April 28, 2011 File No.: 1-34997 Ladies and Gentlemen: For the Staffs convenience, the comment is included herein and followed by our response. Form 8-K/A filed April 28, 2011 1. Response May 9, 2011]
[Mindray Announces First Quarter 2011 Financial Results Shenzhen, China May9, 2011 Mindray Medical International Limited (NYSE: MR), a leading developer, manufacturer and marketer of medical devices worldwide, announced today its selected unaudited financial results for the first quarter ended March31, 2011. Highlights for First Quarter 2011 Net revenues were $180.9million, anrease of 24.0% over the]
[TABLE OF CONTENTS INTRODUCTION 1 2 PART I. ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 3 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 ITEM 3. KEY INFORMATION 3 ITEM 4. INFORMATION ON THE COMPANY 30 ITEM 4A. UNRESOLVED STAFF COMMENTS 62 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 62 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES] [PERFECT WORLD CO., LTD. 2010 SHARE INCENTIVE PLAN ARTICLE 1 PURPOSE Plan Company The purpose of this 2010 Share Incentive Plan (the ARTICLE 2 DEFINITIONS AND CONSTRUCTION Wherever the following terms are used in the Plan, they shall have the meanings specified below, unless the context clearly indicates otherwise. The singular pronoun shall include the plural where the context] [Exclusive Technology Support and Services Agreement This Exclusive Technology Support and Services Agreement (this Agreement) is entered into by and between the following parties below in Beijing, PRC as of February 12, 2011: Party A: Address: Party B: Address: WHEREAS: (1) Party A is a wholly foreign-owned enterprise incorporated and existing under the laws of the Peoples Republic of China] [Development Cooperation Agreement This Development Cooperation Agreement (this Agreement) is entered into between the following parties in Beijing, PRC as of February 12, 2011: Party A: Address: Party B: Address: WHEREAS: 1. Party A is a limited liability company duly incorporated and validly existing under the laws of the Peoples Republic of China (the PRC), which is engaged in the] [Business Operation Agreement THIS BUSINESS OPERATION AGREEMENT (this Agreement) is entered into among the following parties (the Parties) in Beijing, China as of February 12, 2011. Party A: Address: Party B: Address: Party C: Michael Yufeng CHI ID Number: Address: Tian LIANG ID Number: Address: WHEREAS: 1. Party A is a wholly foreign-owned enterprise duly incorporated and validly existing under] [Call Option Agreement THIS CALL OPTION AGREEMENT (this Agreement) is entered into by and among the parties below (the Parties) in Beijing on February 12, 2011. Party A Domicile: Building 306, #86 Beiyuan Road, Chaoyang District, Beijing 100101, China Party B Domicile: Room 8152, No. 3 Xijing Road, Badachu Science and Technology Park, Shijingshan District, Beijing : Party C Michael] [Equity Pledge Agreement THIS EQUITY PLEDGE AGREEMENT (this Agreement) is entered into by and between the parties below (the Parties) in Beijing on February 12, 2011: Party A: Beijing Perfect World Software Co., Ltd. Address: Building 306, 86 Beiyuan Road, Chaoyang District, Beijing Party B: Beijing Perfect Moment Pictures Co., Ltd. Address: Room 8152, No. 3 Xijing Road, Badachu Science] [Power of Attorney The SHAREHOLDERS, Michael Yufeng CHI (ID: 110108197109148935) and Tian LIANG (ID: 110102197006282316) (collectively the Shareholders) of Beijing Perfect Moment Pictures Co., Ltd., (Perfect Moment) hereby irrevocably appoint Perfect World (Beijing) Software Co., Ltd. (business license No.: 110000410295807) (PW Software) to exercise the following powers and rights during the term of this Power of Attorney: To authorize PW] [Wholly-Owned Subsidiaries 1. Beijing Perfect World Software Co., Ltd., a PRC company 2. Perfect Online Holding Limited, a Hong Kong company 3. Perfect World Entertainment Inc., a Delaware, USA company 4. Perfect World Interactive Entertainment Co., Ltd., a Cayman Islands company 5. Perfect Game Holdings Limited, a British Virgin Islands company 6. Global Interserv (Caymans) Inc., a Cayman Islands company] [Certification I, Michael Yufeng Chi, certify that: 1. I have reviewed this annual report on Form 20-F of Perfect World 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 light of the circumstances under which such] [Certification I, Kelvin Wing Kee Lau, certify that: 1. I have reviewed this annual report on Form 20-F of Perfect World 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 light of the circumstances under which] [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. S ICHAEL UFENG HI / Michael Yufeng Chi Chairman and Chief Executive Officer] [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. S ELVIN ING EE AU / Kelvin Wing Kee Lau Chief Financial Officer] [[Letterhead of Maples and Calder] Perfect World Co., Ltd. Perfect World Plaza, Tower 306, 86 Beiyuan Road, Chaoyang District Beijing 100101, Peoples Republic of China May 9, 2011 Dear Sirs Perfect World Co., Ltd. Yours faithfully Maples and Calder EX-15.1 14 dex151.htm CONSENT OF MAPLES AND CALDER] [[Letterhead of King & Wood] May 9, 2011 Perfect World Co., Ltd. Perfect World Plaza, Tower 306, 86 Beiyuan Road, Chaoyang District Beijing 100101, The Peoples Republic of China Dear Sirs: Company We have acted as legal advisors as to the Peoples Republic of China law to Perfect World Co., Ltd., an exempted limited liability company incorporated in the Cayman] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-169333, No. 333-169332, No. 333-161193 and No. 333-146562) of Perfect World Co., Ltd. of our report dated May 9, 2011 relating to the consolidated financial statements and the effectiveness of internal control over financial reporting, which appear]
[* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be the]
[TABLE OF CONTENTS INTRODUCTION 1 2 PART I. ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 3 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 ITEM 3. KEY INFORMATION 3 ITEM 4. INFORMATION ON THE COMPANY 30 ITEM 4A. UNRESOLVED STAFF COMMENTS 62 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 62 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES] [PERFECT WORLD CO., LTD. 2010 SHARE INCENTIVE PLAN ARTICLE 1 PURPOSE Plan Company The purpose of this 2010 Share Incentive Plan (the ARTICLE 2 DEFINITIONS AND CONSTRUCTION Wherever the following terms are used in the Plan, they shall have the meanings specified below, unless the context clearly indicates otherwise. The singular pronoun shall include the plural where the context] [Exclusive Technology Support and Services Agreement This Exclusive Technology Support and Services Agreement (this Agreement) is entered into by and between the following parties below in Beijing, PRC as of February 12, 2011: Party A: Address: Party B: Address: WHEREAS: (1) Party A is a wholly foreign-owned enterprise incorporated and existing under the laws of the Peoples Republic of China] [Development Cooperation Agreement This Development Cooperation Agreement (this Agreement) is entered into between the following parties in Beijing, PRC as of February 12, 2011: Party A: Address: Party B: Address: WHEREAS: 1. Party A is a limited liability company duly incorporated and validly existing under the laws of the Peoples Republic of China (the PRC), which is engaged in the] [Business Operation Agreement THIS BUSINESS OPERATION AGREEMENT (this Agreement) is entered into among the following parties (the Parties) in Beijing, China as of February 12, 2011. Party A: Address: Party B: Address: Party C: Michael Yufeng CHI ID Number: Address: Tian LIANG ID Number: Address: WHEREAS: 1. Party A is a wholly foreign-owned enterprise duly incorporated and validly existing under] [Call Option Agreement THIS CALL OPTION AGREEMENT (this Agreement) is entered into by and among the parties below (the Parties) in Beijing on February 12, 2011. Party A Domicile: Building 306, #86 Beiyuan Road, Chaoyang District, Beijing 100101, China Party B Domicile: Room 8152, No. 3 Xijing Road, Badachu Science and Technology Park, Shijingshan District, Beijing : Party C Michael] [Equity Pledge Agreement THIS EQUITY PLEDGE AGREEMENT (this Agreement) is entered into by and between the parties below (the Parties) in Beijing on February 12, 2011: Party A: Beijing Perfect World Software Co., Ltd. Address: Building 306, 86 Beiyuan Road, Chaoyang District, Beijing Party B: Beijing Perfect Moment Pictures Co., Ltd. Address: Room 8152, No. 3 Xijing Road, Badachu Science] [Power of Attorney The SHAREHOLDERS, Michael Yufeng CHI (ID: 110108197109148935) and Tian LIANG (ID: 110102197006282316) (collectively the Shareholders) of Beijing Perfect Moment Pictures Co., Ltd., (Perfect Moment) hereby irrevocably appoint Perfect World (Beijing) Software Co., Ltd. (business license No.: 110000410295807) (PW Software) to exercise the following powers and rights during the term of this Power of Attorney: To authorize PW] [Wholly-Owned Subsidiaries 1. Beijing Perfect World Software Co., Ltd., a PRC company 2. Perfect Online Holding Limited, a Hong Kong company 3. Perfect World Entertainment Inc., a Delaware, USA company 4. Perfect World Interactive Entertainment Co., Ltd., a Cayman Islands company 5. Perfect Game Holdings Limited, a British Virgin Islands company 6. Global Interserv (Caymans) Inc., a Cayman Islands company] [Certification I, Michael Yufeng Chi, certify that: 1. I have reviewed this annual report on Form 20-F of Perfect World 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 light of the circumstances under which such] [Certification I, Kelvin Wing Kee Lau, certify that: 1. I have reviewed this annual report on Form 20-F of Perfect World 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 light of the circumstances under which] [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. S ICHAEL UFENG HI / Michael Yufeng Chi Chairman and Chief Executive Officer] [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. S ELVIN ING EE AU / Kelvin Wing Kee Lau Chief Financial Officer] [[Letterhead of Maples and Calder] Perfect World Co., Ltd. Perfect World Plaza, Tower 306, 86 Beiyuan Road, Chaoyang District Beijing 100101, Peoples Republic of China May 9, 2011 Dear Sirs Perfect World Co., Ltd. Yours faithfully Maples and Calder EX-15.1 14 dex151.htm CONSENT OF MAPLES AND CALDER] [[Letterhead of King & Wood] May 9, 2011 Perfect World Co., Ltd. Perfect World Plaza, Tower 306, 86 Beiyuan Road, Chaoyang District Beijing 100101, The Peoples Republic of China Dear Sirs: Company We have acted as legal advisors as to the Peoples Republic of China law to Perfect World Co., Ltd., an exempted limited liability company incorporated in the Cayman] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-169333, No. 333-169332, No. 333-161193 and No. 333-146562) of Perfect World Co., Ltd. of our report dated May 9, 2011 relating to the consolidated financial statements and the effectiveness of internal control over financial reporting, which appear]
[] [I, Charles Zhang, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Sohu.com Inc.; 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 which such statements were made, not] [I, Carol Yu, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Sohu.com Inc.; 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 which such statements were made, not] [SOHU.COM INC. (2) The information contained in the Report fairly presents, in all material respects, the financial condition of the Company as of March 31, 2011 and results of operations of the Company for the three months ended March 31, 2011. Charles Zhang, Chief Executive Officer and Chairman of the Board of Directors May 9, 2011 -54- EX-32.1 4 dex321.htm] [SOHU.COM INC. (2) The information contained in the Report fairly presents, in all material respects, the financial condition of the Company as of March 31, 2011 and results of operations of the Company for the three months ended March 31, 2011. Carol Yu, Co-President and Chief Financial Officer May 9, 2011 -55- EX-32.2 5 dex322.htm SECTION 1350 CERTIFICATION OF CAROL]
[DEAR FELLOW KANDI TECHNOLOGIES SHAREHOLDERS: Recently there was an online story about our company, which was followed by significant volatility in our stock. The author presented the information in such a way that the clear implication was that some of the company’s revenue must have been inaccurately reported. That is not the case. Nearly all of the misinformation in the] [ITEM 8.01 OTHER EVENTS.]
[] [I, Charles Zhang, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Sohu.com Inc.; 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 which such statements were made, not] [I, Carol Yu, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Sohu.com Inc.; 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 which such statements were made, not] [SOHU.COM INC. (2) The information contained in the Report fairly presents, in all material respects, the financial condition of the Company as of March 31, 2011 and results of operations of the Company for the three months ended March 31, 2011. Charles Zhang, Chief Executive Officer and Chairman of the Board of Directors May 9, 2011 -54- EX-32.1 4 dex321.htm] [SOHU.COM INC. (2) The information contained in the Report fairly presents, in all material respects, the financial condition of the Company as of March 31, 2011 and results of operations of the Company for the three months ended March 31, 2011. Carol Yu, Co-President and Chief Financial Officer May 9, 2011 -55- EX-32.2 5 dex322.htm SECTION 1350 CERTIFICATION OF CAROL]
[AMENDMENT NO. 4 TO 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:] [Our ref DLK\660390\4477549v1 Direct tel +852 2971 3005 Email jenny.nip@maplesandcalder.com Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District Beijing The Peoples Republic of China May 9, 2011 Dear Sirs Jiayuan.com Internationalmpany Registration Statementmmission OfferingSs Shares We have actedyman Islands legalvisers to Jiayuan.com International (the] [77100.00003 May9, 2011 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing The Peoples Republic of China Ladies and Gentlemen:mpany Registration Statement Securities Act Ordinary SharesSs Very truly yours, 2 OPINION OF PAUL HASTINGS REGARDING CERTAIN U.S. TAX MATTERS a2204017zex-8_2.htm 3 EX-8.2] [LEGAL OPINION To: JIAYUAN.COM INTERNATIONAL Room1005, Changxin Building May 7, 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] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We herebynsent to the use in this Registration Statement on FormF-1/A 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 the Registration Statement on Form F-1/A (No. 333-173619).] [LEGAL OPINION To: JIAYUAN.COM INTERNATIONAL Room1005, Changxin Building No.39 Anding Road, Chaoyang District Beijing 100029 the Peoples Republic of China May 7, 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 or]
