UTSI [UTSTARCOMS] 20-F: (Original Filing)

[FORM 20-F o OR ý For the Fiscal Year Ended December 31, 2012 OR o For the transition period from to OR o UTStarcom Holdings Corp. N/A Cayman Islands (Jurisdiction of incorporation or organization) Room 303, Building H, Phoenix Place, Jing Ou-Yang None Title of Each Class Name of Exchange on which Registered Ordinary Shares, $0.00375 par value The NASDAQ] [THE COMPANIES LAW (2012 REVISION) SECOND AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF UTSTARCOM HOLDINGS CORP. Adopted by Special Resolution passed on March 21, 2013 1. The name of the Company is UTStarcom Holdings Corp. 2. The Registered Office of the Company shall be at the offices of Maples Corporate Services Limited, P.O. Box 309GT, Ugland House, Grand Cayman, KY1-1104,] [MASTER REORGANIZATION AGREEMENT SHARE AND ASSET PURCHASE AGREEMENT BY AND AMONG UTSTARCOM HONG KONG HOLDING LIMITED UTSTARCOM HOLDINGS CORP. EAGLE FIELD HOLDINGS LIMITED (“Buyer”) AND Mr. Ying (Jack) Lu (“Mr. Lu”) August 31 , 2012 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE 3 1.1 Purchase and Sale of Shares 3 1.2 Purchase and Sale of Assets 3 1.3] [EXECUTION COPY Dated the 31 st day o f August, 2012 UTSTARCOM HOLDINGS CORP. (as the “Transferor”) and EAGLE FIELD HOLDINGS LIMITED (as the “ Transferee ”) and UTSTARCOM HONG KONG HOLDINGS LIMITED (as the “Company”) SHARE TRANSFER AGREEMENT 1 THIS AGREEMENT is made the 31 st day of August, 20 12 BETWEEN: (1) UTSTARCOM HOLDINGS CO RP., a Cayman] [License Agreement the Agreement The License Agreement (hereinafter referred to as “ UT Holdings (1) UTStarcom Holdings Corp., a company duly incorporated and validly existing under the laws of Cayman Islands law (hereinafter referred to as “ (2) UTStarcom Telecom Co., Ltd ， HUTS a Limited liability company duly incorporated and validly existing under the laws of the People’s Republic] [ASSIGNMENT AND ASSUMPTION AGREEMENT By and Among UTSTARCOM HOLDINGS CORP. (“Parent”) UTSTARCOM TELECOM CO., LTD. (“HUTS”) UTSTARCOM INDIA TELECOM PVT. LTD. (“UITPL”) UTSTARCOM HONG KONG HOLDING LIMITED (“Company ” ) UTSTARCOM CHINA CO., LTD. (“ UTSC ”) And EAGLE FIELD HOLDINGS LIMITED (the “Buyer”) August 31, 2012 Table of Contents ARTICLE 1 ASSIGNED CONTRACTS 2 ARTICLE 2 ASSIGNMENT OF CONTRACTS] [EXECUTION COPY PATENT, SOFTWARE COPYRIGHT, TRADEMARK AND DOMAIN NAME ASSIGNMENT Assignment This PATENT, SOFTWARE COPYRIGHT, TRADEMARK AND DOMAIN NAME ASSIGNMENT (this “ st HUTS UTSC UTSI Party Parties day of August , 2012 by and among UTSTARCOM TELECOMMUNICATION COMPANY LIMITED, a company duly incorporated and lawfully existing under the laws of the People’s Republic of China with its principle place] [EXECUTION COPY ACT UTSTARCOM HONG KONG HOLDING LIMITED CONVERTIBLE BOND $20,000,000 August 31, 2012 Company FOR VALUE RECEIVED, UTStarcom Hong Kong Holding Limited, a Hong Kong company (the “ imi t e Investor Bond d, a Hong Kong company (“ August 31 Maturity Date , 2017 (the “ The following is a statement of the rights of Investor and the] [SUBSIDIARIES OF UTSTARCOM HOLDINGS CORP. Name Place of Incorporation or Organization Proportion of Ownership Interest UTStarcom, Inc.(1) U.S.A 100 % UTStarcom International Products, Inc. U.S.A 100 % UTStarcom International Services, Inc. U.S.A 100 % IssanniCommnications, Inc. U.S.A 100 % UTStarcom Telecom Co., Ltd(1) China 100 % UTStarcom (Chongqing) Telecom Co., Ltd.] [CERTIFICATION I, William Wong, certify that: 1. I have reviewed this annual report on Form 20-F of UTStarcom Holdings Corp.; 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, Tianruo Pu, certify that: 1. I have reviewed this annual report on Form 20-F of UTStarcom Holdings Corp.; 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] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES OXLEY ACT 2002 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: April 26 , 2013 Chief Executive Officer EX-13.1 12 a2214599zex-13_1.htm EX-13.1] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES OXLEY ACT 2002 In connection with the Report, I, Tianruo (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: April 26 , 2013 Tianruo Pu Tianruo Pu Chief Financial Officer EX-13.2 13 a2214599zex-13_2.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. 333-108817, 333-84710, 333-44548, 333-60150, 333-120564, 333-127850, 333-136551 and 333-161639) of UTStarcom Holdings Corp. of our report dated April 26, 2013 relating to the consolidated financial statements, financial statement schedules and the effectiveness of internal control over financial]

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UTSI [UTSTARCOMS] 20-F: FORM 20-F o OR ý For the Fiscal

[FORM 20-F o OR ý For the Fiscal Year Ended December 31, 2012 OR o For the transition period from to OR o UTStarcom Holdings Corp. N/A Cayman Islands (Jurisdiction of incorporation or organization) Room 303, Building H, Phoenix Place, Jing Ou-Yang None Title of Each Class Name of Exchange on which Registered Ordinary Shares, $0.00375 par value The NASDAQ] [THE COMPANIES LAW (2012 REVISION) SECOND AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF UTSTARCOM HOLDINGS CORP. Adopted by Special Resolution passed on March 21, 2013 1. The name of the Company is UTStarcom Holdings Corp. 2. The Registered Office of the Company shall be at the offices of Maples Corporate Services Limited, P.O. Box 309GT, Ugland House, Grand Cayman, KY1-1104,] [MASTER REORGANIZATION AGREEMENT SHARE AND ASSET PURCHASE AGREEMENT BY AND AMONG UTSTARCOM HONG KONG HOLDING LIMITED UTSTARCOM HOLDINGS CORP. EAGLE FIELD HOLDINGS LIMITED (“Buyer”) AND Mr. Ying (Jack) Lu (“Mr. Lu”) August 31 , 2012 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE 3 1.1 Purchase and Sale of Shares 3 1.2 Purchase and Sale of Assets 3 1.3] [EXECUTION COPY Dated the 31 st day o f August, 2012 UTSTARCOM HOLDINGS CORP. (as the “Transferor”) and EAGLE FIELD HOLDINGS LIMITED (as the “ Transferee ”) and UTSTARCOM HONG KONG HOLDINGS LIMITED (as the “Company”) SHARE TRANSFER AGREEMENT 1 THIS AGREEMENT is made the 31 st day of August, 20 12 BETWEEN: (1) UTSTARCOM HOLDINGS CO RP., a Cayman] [License Agreement the Agreement The License Agreement (hereinafter referred to as “ UT Holdings (1) UTStarcom Holdings Corp., a company duly incorporated and validly existing under the laws of Cayman Islands law (hereinafter referred to as “ (2) UTStarcom Telecom Co., Ltd ， HUTS a Limited liability company duly incorporated and validly existing under the laws of the People’s Republic] [ASSIGNMENT AND ASSUMPTION AGREEMENT By and Among UTSTARCOM HOLDINGS CORP. (“Parent”) UTSTARCOM TELECOM CO., LTD. (“HUTS”) UTSTARCOM INDIA TELECOM PVT. LTD. (“UITPL”) UTSTARCOM HONG KONG HOLDING LIMITED (“Company ” ) UTSTARCOM CHINA CO., LTD. (“ UTSC ”) And EAGLE FIELD HOLDINGS LIMITED (the “Buyer”) August 31, 2012 Table of Contents ARTICLE 1 ASSIGNED CONTRACTS 2 ARTICLE 2 ASSIGNMENT OF CONTRACTS] [EXECUTION COPY PATENT, SOFTWARE COPYRIGHT, TRADEMARK AND DOMAIN NAME ASSIGNMENT Assignment This PATENT, SOFTWARE COPYRIGHT, TRADEMARK AND DOMAIN NAME ASSIGNMENT (this “ st HUTS UTSC UTSI Party Parties day of August , 2012 by and among UTSTARCOM TELECOMMUNICATION COMPANY LIMITED, a company duly incorporated and lawfully existing under the laws of the People’s Republic of China with its principle place] [EXECUTION COPY ACT UTSTARCOM HONG KONG HOLDING LIMITED CONVERTIBLE BOND $20,000,000 August 31, 2012 Company FOR VALUE RECEIVED, UTStarcom Hong Kong Holding Limited, a Hong Kong company (the “ imi t e Investor Bond d, a Hong Kong company (“ August 31 Maturity Date , 2017 (the “ The following is a statement of the rights of Investor and the] [SUBSIDIARIES OF UTSTARCOM HOLDINGS CORP. Name Place of Incorporation or Organization Proportion of Ownership Interest UTStarcom, Inc.(1) U.S.A 100 % UTStarcom International Products, Inc. U.S.A 100 % UTStarcom International Services, Inc. U.S.A 100 % IssanniCommnications, Inc. U.S.A 100 % UTStarcom Telecom Co., Ltd(1) China 100 % UTStarcom (Chongqing) Telecom Co., Ltd.] [CERTIFICATION I, William Wong, certify that: 1. I have reviewed this annual report on Form 20-F of UTStarcom Holdings Corp.; 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, Tianruo Pu, certify that: 1. I have reviewed this annual report on Form 20-F of UTStarcom Holdings Corp.; 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] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES OXLEY ACT 2002 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: April 26 , 2013 Chief Executive Officer EX-13.1 12 a2214599zex-13_1.htm EX-13.1] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES OXLEY ACT 2002 In connection with the Report, I, Tianruo (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: April 26 , 2013 Tianruo Pu Tianruo Pu Chief Financial Officer EX-13.2 13 a2214599zex-13_2.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. 333-108817, 333-84710, 333-44548, 333-60150, 333-120564, 333-127850, 333-136551 and 333-161639) of UTStarcom Holdings Corp. of our report dated April 26, 2013 relating to the consolidated financial statements, financial statement schedules and the effectiveness of internal control over financial]

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UTSI [UTSTARCOMS] 6-K: (Original Filing)

[UTStarcom Special Committee Appoints Financial Advisor Beijing, April 26 , 2013 — UTStarcom Holdings Corp. (“UTStarcom” or the “Company”) (NASDAQ: UTSI), a leading provider of media operational support services and broadband equipment products and services, today announced that a special committee of independent directors of the Company’s board of directors (the “Special Committee”) has selected Citigroup Global Markets Inc. as]

By | 2016-03-01T10:55:58+00:00 April 26th, 2013|Categories: Chinese Stocks, SEC Original, UTSI|Tags: , , , , , |0 Comments
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UTSI [UTSTARCOMS] 6-K: UTStarcom Special Committee Appoints Financial Advisor Beijing, April

[UTStarcom Special Committee Appoints Financial Advisor Beijing, April 26 , 2013 — UTStarcom Holdings Corp. (“UTStarcom” or the “Company”) (NASDAQ: UTSI), a leading provider of media operational support services and broadband equipment products and services, today announced that a special committee of independent directors of the Company’s board of directors (the “Special Committee”) has selected Citigroup Global Markets Inc. as]

By | 2016-03-01T10:57:13+00:00 April 26th, 2013|Categories: Chinese Stocks, UTSI, Webplus ver|Tags: , , , , , |0 Comments
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YY [YY] 20-F: (Original Filing)

[Eric He Chief Financial Officer Tel: +86 (20) 2916-2288 E-mail: eric@yy.com Fax: +86 (20) 2916-2080 Building 3-08, Yangcheng Creative Industry Zone No. 309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 The People’s Republic of China (Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Title of Each Class Name of Exchange on Which Registered Class A common] [List of Significant Subsidiaries Name Jurisdiction of incorporation Duowan Entertainment Corp. BVI Wholly owned subsidiary NeoTasks Inc. Cayman Islands Wholly owned subsidiary NeoTasks Limited Hong Kong Wholly owned subsidiary Guangzhou Huanju Shidai Information Technology Company Limited PRC Wholly owned subsidiary Huanju Shidai Technology (Beijing) Company Limited PRC Wholly owned subsidiary Zhuhai Duowan Information Technology Company Limited PRC Wholly owned subsidiary] [YY INC. AMENDED CODE OF BUSINESS CONDUCT AND ETHICS I. PURPOSE Code Company This Code of Business Conduct and Ethics (the “ This Code is designed to deter wrongdoing and to promote: • honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; • SEC • • prompt internal reporting] [I, David Xueling Li, certify that: 1. I have review this annual report on Form 20-F of YY 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, Eric He, certify that: 1. I have reviewed this annual report on Form 20-F of YY 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] [(1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. David Xueling Li Chief Executive Officer EX-13.1 6 d465806dex131.htm EX-13.1] [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. Eric He Chief Financial Officer EX-13.2 7 d465806dex132.htm EX-13.2] [April 26, 2013 Matter No.: 878118 Doc Ref: 3028192 +852 2842 9551 Paul.lim@conyersdill.com The Directors YY Inc. Building 3-08, Yangcheng Creative Industry Zone No. 309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 The People’s Republic of China Dear Sirs, ( “Company”) Re: YY Inc. Form 20-F Yours faithfully, Conyers Dill & Pearman (Cayman) Limited EX-15.1 8 d465806dex151.htm EX-15.1] [YY INC. April 26, 2013 Building 3-08 Yangcheng Creative Industry Zone No.309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 P.R.C Dear Sirs/Madam “As advised by our PRC counsel, Zhong Lun Law Firm, the contractual arrangements among Beijing Huanju Shidai and Beijing Tuda and its shareholders and the contractual arrangements among Beijing Huanju Shidai and Guangzhou Huaduo and its shareholders, governed] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-187074) of YY Inc. of our report dated April 26, 2013, relating to the consolidated financial statements, which appears in this Form 20-F. Shanghai, the People’s Republic of China April 26, 2013 EX-15.3 10 d465806dex153.htm EX-15.3]

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YY [YY] 20-F: Eric He Chief Financial Officer Tel: +86 (20)

[Eric He Chief Financial Officer Tel: +86 (20) 2916-2288 E-mail: eric@yy.com Fax: +86 (20) 2916-2080 Building 3-08, Yangcheng Creative Industry Zone No. 309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 The People’s Republic of China (Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Title of Each Class Name of Exchange on Which Registered Class A common] [List of Significant Subsidiaries Name Jurisdiction of incorporation Duowan Entertainment Corp. BVI Wholly owned subsidiary NeoTasks Inc. Cayman Islands Wholly owned subsidiary NeoTasks Limited Hong Kong Wholly owned subsidiary Guangzhou Huanju Shidai Information Technology Company Limited PRC Wholly owned subsidiary Huanju Shidai Technology (Beijing) Company Limited PRC Wholly owned subsidiary Zhuhai Duowan Information Technology Company Limited PRC Wholly owned subsidiary] [YY INC. AMENDED CODE OF BUSINESS CONDUCT AND ETHICS I. PURPOSE Code Company This Code of Business Conduct and Ethics (the “ This Code is designed to deter wrongdoing and to promote: • honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; • SEC • • prompt internal reporting] [I, David Xueling Li, certify that: 1. I have review this annual report on Form 20-F of YY 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, Eric He, certify that: 1. I have reviewed this annual report on Form 20-F of YY 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] [(1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. David Xueling Li Chief Executive Officer EX-13.1 6 d465806dex131.htm EX-13.1] [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. Eric He Chief Financial Officer EX-13.2 7 d465806dex132.htm EX-13.2] [April 26, 2013 Matter No.: 878118 Doc Ref: 3028192 +852 2842 9551 Paul.lim@conyersdill.com The Directors YY Inc. Building 3-08, Yangcheng Creative Industry Zone No. 309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 The People’s Republic of China Dear Sirs, ( “Company”) Re: YY Inc. Form 20-F Yours faithfully, Conyers Dill & Pearman (Cayman) Limited EX-15.1 8 d465806dex151.htm EX-15.1] [YY INC. April 26, 2013 Building 3-08 Yangcheng Creative Industry Zone No.309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 P.R.C Dear Sirs/Madam “As advised by our PRC counsel, Zhong Lun Law Firm, the contractual arrangements among Beijing Huanju Shidai and Beijing Tuda and its shareholders and the contractual arrangements among Beijing Huanju Shidai and Guangzhou Huaduo and its shareholders, governed] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-187074) of YY Inc. of our report dated April 26, 2013, relating to the consolidated financial statements, which appears in this Form 20-F. Shanghai, the People’s Republic of China April 26, 2013 EX-15.3 10 d465806dex153.htm EX-15.3]

By | 2016-03-01T21:01:56+00:00 April 26th, 2013|Categories: Chinese Stocks, Webplus ver, YY|Tags: , , , , , |0 Comments
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NOAH [Noahs] 20-F: (Original Filing)

[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 3 ITEM 4. INFORMATION ON THE COMPANY 30 ITEM 4A. UNRESOLVED STAFF COMMENTS 53 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 53 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 75 ITEM 7.] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Jingbo Wang (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207700), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Zhe Yin (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009208000), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Boquan He (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207500), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Yan Wei (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207900), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Qianghua Yan (“Party C”) Party A and Party B have entered into an entrust loan agreements on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207800), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Xinjuan Zhang (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207600), and Party B and Party] [List of Significant Consolidated Entities of Noah Holdings Limited* Name Jurisdiction of Relationship Noah Private Wealth Management (Hong Kong) Limited Hong Kong Wholly-owned subsidiary Noah Holdings (Hong Kong) Limited Hong Kong Wholly-owned subsidiary Shanghai Noah Financial Services Co., Ltd. (1) China Wholly-owned subsidiary Shanghai Rongyao Information Technology Co., Ltd. China Wholly-owned subsidiary Kunshan Noah Xingguang Investment Management Co., Ltd. China] [I, Jingbo Wang, certify that: 1. I have reviewed this annual report on Form 20-F of Noah Holdings 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 made,] [Certification by the Principal Financial Officer I, Tao Thomas Wu, certify that: 1. I have reviewed this annual report on Form 20-F of Noah Holdings 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] [(1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Jingbo Wang Chief Executive Officer EX-13.1 11 d464345dex131.htm EX-13.1] [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. Tao Thomas Wu Chief Financial Officer EX-13.2 12 d464345dex132.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-171541 on Form S-8 of our reports dated April 26, 2013, relating to the financial statements and financial statement schedule of Noah Holdings Limited, and the effectiveness of Noah Holdings Limited’s internal control over financial reporting, appearing in this Annual Report on] [April 26, 2013 Noah Holdings Limited 6th Floor, Times Finance Center No. 68 Middle Yincheng Road Pudong, Shanghai 200120 People’s Republic of China Dear Sirs, Yours faithfully, Zhong Lun Law Firm EX-15.2 14 d464345dex152.htm EX-15.2]

By | 2016-03-03T07:48:48+00:00 April 26th, 2013|Categories: Chinese Stocks, NOAH, SEC Original|Tags: , , , , , |0 Comments
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NOAH [Noahs] 20-F: (Original Filing)

[INTRODUCTION 1 PARTI 2 ITEM1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT ANDVISERS 2 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 2 ITEM 3. KEY INFORMATION 3 ITEM 4. INFORMATION ON THEMPANY 30 ITEM4A. UNRESOLVED STAFFMMENTS 53 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 53 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES] [Extension of Entrust Loanreement STYLE="font-family:Times New Roman" SIZE="2"> Entrusting Party: Shanghai Noah Rongyao Investmentnsulting (Party A) Lender: Shanghai Branch of China Minsheng Bank (Party B) Borrower: Jingbo Wang (Party C) Party A and Party B have entered into an entrust loanreement on June25, 2009 (contract number of GONG WEII ZI NO.02022009207700), and Party B and] [Extension of Entrust Loanreement STYLE="font-family:Times New Roman" SIZE="2"> Entrusting Party: Shanghai Noah Rongyao Investmentnsulting (Party A) Lender: Shanghai Branch of China Minsheng Bank (Party B) Borrower: Zhe Yin (Party C) Party A and Party B have entered into an entrust loanreement on June25, 2009 (contract number of GONG WEII ZI NO.02022009208000), and Party B and] [Extension of Entrust Loanreement STYLE="font-family:Times New Roman" SIZE="2"> Entrusting Party: Shanghai Noah Rongyao Investmentnsulting (Party A) Lender: Shanghai Branch of China Minsheng Bank (Party B) Borrower: Boquan He (Party C) Party A and Party B have entered into an entrust loanreement on June25, 2009 (contract number of GONG WEII ZI NO.02022009207500), and Party B and] [Extension of Entrust Loanreement STYLE="font-family:Times New Roman" SIZE="2"> Entrusting Party: Shanghai Noah Rongyao Investmentnsulting (Party A) Lender: Shanghai Branch of China Minsheng Bank (Party B) Borrower: Yan Wei (Party C) Party A and Party B have entered into an entrust loanreement on June25, 2009 (contract number of GONG WEII ZI NO.02022009207900), and Party B and] [Extension of Entrust Loanreement STYLE="font-family:Times New Roman" SIZE="2"> Entrusting Party: Shanghai Noah Rongyao Investmentnsulting (Party A) Lender: Shanghai Branch of China Minsheng Bank (Party B) Borrower: Qianghua Yan (Party C) Party A and Party B have entered into an entrust loanreements on June25, 2009 (contract number of GONG WEII ZI NO.02022009207800), and Party B and] [Extension of Entrust Loanreement STYLE="font-family:Times New Roman" SIZE="2"> Entrusting Party: Shanghai Noah Rongyao Investmentnsulting (Party A) Lender: Shanghai Branch of China Minsheng Bank (Party B) Borrower: Xinjuan Zhang (Party C) Party A and Party B have entered into an entrust loanreement on June25, 2009 (contract number of GONG WEII ZI NO.02022009207600), and Party B and] [List of Significantnsolidated Entities of Noahs Limited* STYLE="font-family:Times New Roman" SIZE="2"> Name Jurisdictionof Relationship Noah Private Wealth Management (Hong Kong) Limited Hong Kong Wholly-owned subsidiary Noahs (Hong Kong) Limited Hong Kong Wholly-owned subsidiary Shanghai Noah Financial Services STYLE="vertical-align:baseline; position:relative; bottom:.8ex">(1) China Wholly-owned subsidiary Shanghai Rongyao Information Technology] [STYLE="font-family:Times New Roman" SIZE="2"> I, Jingbo Wang, certify that: 1. I have reviewed this annual report on Form 20-F of Noahs Limited; 2. Based on my knowledge, this report does notntain 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 Principal Financial Officer STYLE="font-family:Times New Roman" SIZE="2"> I, Tao Thomas Wu, certify that: 1. I have reviewed this annual report on Form 20-F of Noahs Limited; 2. Based on my knowledge, this report does notntain any untrue statement of a material fact or omit to state a material fact necessary to make] [STYLE="font-family:Times New Roman" SIZE="2"> (1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Jingbo Wang Chief Executive Officer EX-13.1 d464345dex131.htm 11 EX-13.1] [Certification by the Principal Financial Officer STYLE="font-family:Times New Roman" SIZE="2"> (1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Tao Thomas Wu Chief Financial Officer EX-13.2 d464345dex132.htm 12 EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM STYLE="font-family:Times New Roman" SIZE="2"> Wensent to theorporation by reference in Registration Statement No.333-171541 on Form S-8 of our reportsted April 26, 2013, relating to the financial statements and financial statementhedule of Noahs Limited, and the effectiveness of Noahs Limiteds internalntrol over financial reporting, appearing in this Annual Report] [April 26, 2013 STYLE="font-family:Times New Roman" SIZE="2">Noahs Limited 6th Floor, Times Finance Center No.68 Middle Yincheng Road Pudong, Shanghai 200120 Peoples Republic of China STYLE="font-family:Times New Roman" SIZE="2">Dear Sirs, Yours faithfully, Zhong Lun Law Firm EX-15.2 d464345dex152.htm 14 EX-15.2]

By | 2016-02-07T13:30:20+00:00 April 26th, 2013|Categories: Chinese Stocks, NOAH, SEC Original|Tags: , , , , , |0 Comments
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