[FORM 20-F (Mark One) o OR ý For the fiscal year ended December 31, 2011. OR o For the transition period from to . OR o Date of event requiring this shell company report: . TAOMEE HOLDINGS LIMITED N/A Cayman Islands (Jurisdiction of incorporation or organization) 16/F, Building No. A-2, No. 1528 Gumei Road, Xuhui District Paul Keung, Chief Financial] [QuickLinks -- Click here to rapidly navigate through this document Newtex Holdings Limited Share Transfer Agreement INDEX 1. INTERPRETATION 1 2. TRANSFER OF SHARES 3. CONSIDERATION 4. 5. COMPLETION] [QuickLinks -- Click here to rapidly navigate through this document Newtex Holdings Limited Qiming Venture Partners II, L.P. Qiming Venture Partners II-C, L.P. Qiming Managing Directors Fund II, L.P. Concord IX Venture Capital Co., Ltd. Concord Consulting Inc. Taomee Holdings Limited and Elyn Corporation Share Transfer Agreement INDEX 1. INTERPRETATION 2 2. TRANSFER OF SHARES] [QuickLinks -- Click here to rapidly navigate through this document List of Subsidiaries Beneficially Owned Subsidiaries Name of Company Jurisdiction of Percentage of 1. Taomee Holdings (HK) Limited Hong Kong 100 % 2. Shanghai Shengran Information Technology Co., Ltd. PRC 100 % Name of Company Jurisdiction of 1. Shanghai Taomee Network Technology Co., Ltd. PRC 2. Shanghai Taomee Animation Co.,] [QuickLinks -- Click here to rapidly navigate through this document Code ") are to be followed at all levels of this organization by our directors, officers and employees. We rely on them to uphold our core values and conduct our business honestly, fairly and with integrity. Code of Business Conduct and Ethics INTRODUCTION Purpose This Code contains general guidelines for] [QuickLinks -- Click here to rapidly navigate through this document Certification by the Chief Executive Officer I, Benson Haibing Wang, certify that: 1. I have reviewed this annual report on Form 20-F of Taomee Holdings Limited (the "Company"); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a] [QuickLinks -- Click here to rapidly navigate through this document Certification by the Chief Financial Officer I, Paul Keung, certify that: 1. I have reviewed this annual report on Form 20-F of Taomee Holdings Limited (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] [QuickLinks -- Click here to rapidly navigate through this document Certification (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Benson Haibing Wang Chief Executive Officer EX-13.1 8 a2208866zex-13_1.htm EX-13.1] [QuickLinks -- Click here to rapidly navigate through this document Certification (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Paul Keung Chief Financial Officer EX-13.2 9 a2208866zex-13_2.htm EX-13.2] [QuickLinks -- Click here to rapidly navigate through this document Hong Kong Plaza 28th Floor April 18, 2012 Taomee Holdings Limited Dear Sirs, Yours faithfully, Allbright Law Offices] [QuickLinks -- Click here to rapidly navigate through this document CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333- 176920 on Form S-8 of our report relating to the consolidated combined financial statements of Taomee Holdings Limited (the "Company") and its subsidiaries and variable interest entities dated April 16, 2012,]