[INTRODUCTION 1 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 31 ITEM 4A. UNRESOLVED STAFF COMMENTS 47 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 47 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 70 ITEM 7.] [Supplemental Agreement to Purchase Agreement Party A: Beijing 21Vianet Broad Band Data Center Co., Ltd. Party B: Ran CHENG Party C: Fahua XUE Party D: Chenghua HONG Party E: Beijing Shidaitonglian Technology Co., Ltd. Party F: Beijing Chengyishidai Network Technology Co., Ltd. Party G: Zhiboxintong (Beijing) Network Technology Co., Ltd. Whereas: 1. Party B, Party C and Party D are] [Supplemental Agreement to Performance Incentive Agreement Party A: Beijing 21Vianet Broad Band Data Center Co., Ltd. Party B: Ran CHENG Party C: Beijing Shidaitonglian Technology Co., Ltd. Party D: Beijing Chengyishidai Network Technology Co., Ltd. Party E: Zhiboxintong (Beijing) Network Technology Co., Ltd. Party F: 21Vianet Group, Inc. Party G: Concept Network Limited Whereas: 1. 21Vianet Group, Inc (formerly “AsiaCloud] [Share Transfer Agreement Among Beijing 21Vianet Broad Band Data Center Co., Ltd. Xu BAI Ling YU Chen HE Rong HUANG And Tianjin Guanbang Network Technology Development Co., Ltd. October 8, 2011 Contents Articles Pages I Definitions 4 II Closing Conditions and Share Purchase 4 III Base Day for Transaction 7 IV 7 V] [PERFORMANCE INCENTIVE AGREEMENT by and among Guangzhou Gehua Network Technology and Development Company Limited, Yu Ling He Chen Huang Rong 21Vianet Group, Inc., and 21ViaNet Broadband Limited dated as of October 8, 2011 Table of Content Article I Defined Terms 2 Section 1.01 Definitions 2 Section 1.02 Interpretation 3 Article II Performance Incentives 3 Section 2.01 First Performance Incentives 3] [List of Subsidiaries and Principal Consolidated Variable Interest Entities* Subsidiaries Jurisdiction of Incorporation 21ViaNet Group Limited Hong Kong 21Vianet Data Center Co., Ltd. PRC 21Vianet Anhui Suzhou Technology Co., Ltd. PRC Variable Interest Entities Beijing aBitCool Network Technology Co., Ltd. PRC Beijing 21Vianet Broad Band Data Center Co., Ltd. PRC 21Vianet (Xi’an) Information Outsourcing Industry Park Services Co., Ltd. PRC] [I, Sheng Chen, certify that: 1. I have reviewed this annual report on Form 20-F of 21Vianet Group, 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,] [Certification by the Principal Financial Officer I, Shang-Wen Hsiao, certify that: 1. I have reviewed this annual report on Form 20-F of 21Vianet Group, 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] [(1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Sheng Chen Chief Executive Officer] [Certification by the Principal 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. Shang-Wen Hsiao 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. 333-177273), pertaining to the 2010 Share Incentive Plan of 21Vianet Group, Inc. of our report dated April 18, 2012, with respect to the consolidated financial statements of 21Vianet Group, Inc., included in this Annual Report (Form 20-F) for the] [Consent of King & Wood Mallesons April 18, 2012 21Vianet Group, Inc. M5, 1 Jiuxianqiao East Road Chaoyang District Beijing 100016 People’s Republic of China Dear Sirs, Yours faithfully, King & Wood Mallesons EX-15.2 12 d314052dex152.htm CONSENT OF KING & WOOD MALLESONS]