[PART I. 2 ITEM 1 IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 2 ITEM 2 OFFER STATISTICS AND EXPECTED TIMETABLE 2 ITEM 3 KEY INFORMATION 2 ITEM 4 INFORMATION ON THE COMPANY 39 ITEM 4A UNRESOLVED STAFF COMMENTS 67 ITEM 5 OPERATING AND FINANCIAL REVIEW AND PROSPECTS 67 ITEM 6 DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 83 ITEM 7 MAJOR SHAREHOLDERS] [Certification by the Chief Executive Officer I, Victor Wing Cheung Koo, certify that: 1. I have reviewed this annual report on Form 20-F of Youku.com Inc. (the “Company”); 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] [Certification by the Chief Financial Officer I, Dele Liu, certify that: 1. I have reviewed this annual report on Form 20-F of Youku.com Inc. (the “Company”); 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] [Certification by the Chief Executive Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Victor Wing Cheung Koo Chief Executive Officer] [Certification by the Chief Financial Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dele Liu Chief Financial Officer] [Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-171454) pertaining to the 2006 Stock Option Scheme and 2010 Share Incentive Plan of Youku.com Inc. of our report dated May 5, 2011, with respect to the consolidated financial statements of Youku.com Inc. included in this Annual Report (Form] [[Letterhead of TransAsia Lawyers] 10 June 2011 Youku.com Inc. 11/F, SinoSteel Plaza 8 Haidian Street, Haidian District Beijing 100080 People’s Republic of China Ladies and Gentlemen, Yours faithfully, / TransAsia Lawyers EX-15.2 7 dex152.htm CONSENT OF TRANSASIA LAWYERS]