[ORIGIN AGRITECH LIMITED TABLE OF CONTENTS INTRODUCTION PART I 4 Item 1. Identity of Directors, Senior Management and Advisors 4] [LIST OF SUBSIDIARIES (as of January 9, 2013) Name Date of incorporation Place of incorporation Percentage Principal State Harvest Holding October 6, 2004 British Virgin Islands 100 % Investment Holding Beijing Origin State Harvest Biotechnology Limited December 1, 2004 Haidian District, Beijing, PRC 100 % Develop hybrid Beijing Origin Seed Limited December 26, 1997 Haidian District, Beijing, PRC 97.96 %] [CERTIFICATION I, Gengchen Han, certify that: 1. I have reviewed this annual report on Form 20-F/A of Origin Agritech Limited; 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] [CERTIFICATION I, James Chen, certify that: 1. I have reviewed this annual report on Form 20-F/A of Origin Agritech Limited; 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] [ORIGIN AGRITECH LIMITED Certification] [ORIGIN AGRITECH LIMITED Certification] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Origin Agritech Limited No. 21 Sheng Ming Yuan Road Changping District Beijing 102206 China We hereby consent to the incorporation by reference in the Registration Statements on Form 5-8 (File No. 333-166226 and 333-145865) and F-3 (File No. 333-166236) of Origin Agritech Limited and its subsidiaries and variable interest entities of our dated] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors Origin Agritech Limited No. 21 Sheng Ming Yuan Road Changping District Beijing 102206 The PRC We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File Nos. 333-166226 and 333-145865) and F-3 (File No. 333-166236) of Origin Agritech Limited of our report dated January]