EDU [New Oriental Education & Technology] 20-F: (Original Filing)

[Title of Each Class Name of Exchange on Which Registered American depositary shares, each representing onemmon share*mmon shares, par value US$0.01 per share** * Effective August18, 2011, the ratio ofSs to ourmmon shares was changed from oneS representing fourmmon shares to oneS representing onemmon share.] [New Enrollment System Development Servicereement Party A: Beijing Decision Education&nsulting Party B: [Name of ahool or subsidiary of New Oriental China] (1) WHEREAS, Party A, a wholly owned foreign enterprise duly organized and existing under laws, ownsnsiderable technicalpability andundant business experience in software development and hardware services; and] [HS Intelligent Learning Progress Management System Development Servicereement Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Hewstone Technology (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the development andily maintenance services of HS Intelligent Learning Progress] [Educationll Center Platform Development Servicereement Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Pioneer Technologympany Limited (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide the development andily maintenance services of educationll center platform; and] [CRM System Development Servicereement Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Pioneer Technologympany Limited (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the development andily maintenance services of CRM system; and] [Students Online Service Platform System Development Servicereement Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Shanghai Smart Words Software Technologympany Limited (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide the development andily system maintenance services of students online] [Courses Search Platform System Development Servicereement Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Shanghai Smart Words Software Technologympany Limited (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide the development andily system maintenance services ofurses search platform system;] [Agreement No: Softwarelesreement Party A: [Name of a Wholly Owned Subsidiary of New Oriental Education& Technology]dress: [Address of Party A] Zipde: [Zipde of Party A]ntact person: [Contact person of Party A] Tel: [Tel of Party A] Fax: [Fax of Party A] Party B: [Name of ahool or Subsidiary of New Oriental China]] [Technology Servicereement Teaching and Research Materialsmpiling System V1.0 Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Smart Wood Technology (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the development andily maintenance services of Teaching and Research] [Technology Servicereement Distance Teacher Development System V1.0 Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Smart Wood Technology (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the development andily maintenance services of Distance Teacher Development System] [Technology Servicereement Book Evaluation and Research System V1.0 Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Smart Wood Technology (1) WHEREAS, Party A, ampany engaged in selling quality books and multi-media products, needs Party B to provide it the development andily maintenance services of Book Evaluation and Research System] [Technology Servicereement Diagnostic and Evaluation of Students Learning System V1.0 Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Smart Wood Technology (1) WHEREAS, Party A, ansultingmpany engaged in providingnsulting services related to overseas study, needs Party B to provide it the development andily maintenance services of Diagnostic and Evaluation] [Knowledge Management Platform Knowledge-Based System Research and Development Technical Servicereement Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Decision Education&nsulting (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the research and development technical service of Knowledge Management] [iLearn Platform Research and Development Technical Servicereement Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Decision Education&nsulting (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the research and development technical service of iLearn Platform; and] [Intelligent Test Paper Reconstruction Platform Research and Development Technical Servicereement 1. Parties Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Right Time Technology 2. Definition 2.1 Relevant terms used in thisreement are defined the followings: Intelligent Test Paper Reconstruction Platform: means the Intelligent Test Paper Reconstruction Platform researched and developed] [Technical Servicereement Teachingta Statistical Analysis Platform Research and Development Technical Service 1. Parties Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Right Time Technology 2. Definition 2.1 Relevant terms used in thisreement are defined the followings: Teachingta Statistical Analysis Platform: means the Teachingta Statistical Analysis Platform researched and developed on] [Admissionilitysessment Platform Research and Development Technical Servicereement 1. Parties Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Right Time Technology 2. Definition 2.1 Relevant terms used in thisreement are defined the followings:missionilitysessment Platform: means themissionilitysessment Platform researched and developed on the basis of Right Timemissionilitysessment Platform Software V1.0 by Party] [Smart Office Platform Research and Development Technical Servicereement Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Joy Tend Technology (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the research and development technical service of Smart Office Platform;] [CMS Websitentent Platform Research and Development Technical Servicereement Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Joy Tend Technology (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the research and development technical service of CMS Websitentent Platform;] [List of Subsidiaries and Variable Interest Entities Subsidiaries: Jurisdictionof Direct Parentmpany of the Subsidiary and its Jurisdiction of Beijing Boostring Education&nsulting Beijing Judgment Education &nsulting (PRC) Beijing Chao Yang District Kindergarten of Stars Beijing New Oriental Stars Education &nsulting (PRC)] [I, Michael Minhong Yu, certify that: 1. I have reviewed this annual report on Form 20-F of New Oriental Education& Technology; 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 circumstances] [Certification by the Principal Financial Officer I, Louis T. Hsieh, certify that: 1. I have reviewed this annual report on Form 20-F of New Oriental Education& Technology; 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] [(1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Michael Minhong Yu Chief Executive Officer EX-13.1 d566858dex131.htm 23 EX-13.1] [Certification by the Principal Financial Officer (1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Louis T. Hsieh President and Chief Financial Officer EX-13.2 d566858dex132.htm 24 EX-13.2] [TIAN YUAN LAW FIRM 10/F, CPIC Plaza, No. 28 FengSheng Hutong, Xicheng District, Beijing, 100032, P.R.China Tel: (8610) 5776-3888; Fax: (8610)5776-3777. New Oriental Education& Technology No.6 Hai Dian Zhong Street Haidian District, Beijing 100080 Peoples Republic of China Ladies and Gentlemen: Sincerely yours, Tian Yuan Law Firm EX-15.1 d566858dex151.htm] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Wensent to theorporation by reference in the Registration Statements No. 333-172020 and 333-140083 on Form S-8 of our reportsted September 27, 2013, relating to thensolidated financial statements and financial statementhedule of New Oriental Education & Technology its subsidiaries, variable interest entity and itshools and subsidiaries (collectively, the), (which]

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SHI [SINOPEC SHANGHAI PETROCHEMICAL CO] CORRESP: [SPC Letterhead] September 27, 2013 Mr. John Cash,

[[SPC Letterhead] September 27, 2013 Mr. John Cash, Accounting Branch Chief Division of Corporation Finance 100 F Street, N.E. Re: Sinopec Shanghai Petrochemical Company Limited (the “Company”) Form 20-F for the Fiscal Year Ended December 31, 2012 Filed on April 30, 2013 File No. 1-12158 Dear Mr. Cash: 2012 20-F We are providing to you this letter in response to]

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CNIT [China Information Technology] 6-K: (Original Filing)

[EMPLOYEE INCENTIVE STOCK PURCHASE AGREEMENT EMPLOYEE INCENTIVE STOCK PURCHASE AGREEMENT ] This WHEREAS: 1. CHINA INFORMATION TECHNOLOGY, INC. is a company existing under the laws of the British Virgin Islands with registration number of 1718210 and listing on NASDAQ stock market (Stock symbol: CNIT). The Company’s outstanding shares as of the Agreement date were 27,007,608 shares. 2. Party B is] [FORM 6-K CHINA INFORMATION TECHNOLOGY, INC. 21 st Floor, Everbright Bank Building Zhuzilin, Futian District Shenzhen, Guangdong, 518040 Note Note: On September 26, 2013, the Compensation Committee of China Information Technology, Inc. approved the grant of an aggregate of 3 million restricted shares (the “Shares”) under the Company’s 2013 Equity Incentive Plan (the “Plan”) at a purchase price of $3.00]

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TSM [TAIWAN SEMICONDUCTOR MANUFACTURING CO] 6-K: (Original Filing)

[Taiwan Semiconductor Manufacturing Company Ltd. By Lora Ho Senior Vice President & Chief Financial Officer TSMC Co-COO Dr. Shang-Yi Chiang to Retire Hsinchu, Taiwan, R.O.C. – Sept. 27, 2013 - Dr. Chiang joined TSMC in 1997 and led TSMC’s R&D team through five generations of technology, from 0.25 micron to 65nm. He first retired in 2006, but was invited by]

By | 2016-03-17T20:48:28+00:00 September 27th, 2013|Categories: Chinese Stocks, SEC Original, TSM|Tags: , , , , , |0 Comments
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ATAI [ATA] 6-K: (Original Filing)

[ATA Announces Acquisition of Education Technology Company Xing Wei for US$3.19 Million, Appoints Mr. Cheng-Yaw Sun as New CEO and Director of ATA Mr. Kevin Ma to Remain on ATA’s Board of Directors as Chairman ATA Inc. (“ATA” or the “Company”, Nasdaq: ATAI) Beijing, China, September 26, 2013 — acquire Xing Wei Institute (HK) Limited (“Xing Wei”), a private education] [TABLE OF CONTENTS 2 ATA Inc.]

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TSM [TAIWAN SEMICONDUCTOR MANUFACTURING CO] 6-K: Taiwan Semiconductor Manufacturing Company Ltd. By Lora Ho

[Taiwan Semiconductor Manufacturing Company Ltd. By Lora Ho Senior Vice President & Chief Financial Officer TSMC Co-COO Dr. Shang-Yi Chiang to Retire Hsinchu, Taiwan, R.O.C. – Sept. 27, 2013 - Dr. Chiang joined TSMC in 1997 and led TSMC’s R&D team through five generations of technology, from 0.25 micron to 65nm. He first retired in 2006, but was invited by]

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ATAI [ATA] 6-K: ATA Announces Acquisition of Education Technology Company Xing

[ATA Announces Acquisition of Education Technology Company Xing Wei for US$3.19 Million, Appoints Mr. Cheng-Yaw Sun as New CEO and Director of ATA Mr. Kevin Ma to Remain on ATA’s Board of Directors as Chairman ATA Inc. (“ATA” or the “Company”, Nasdaq: ATAI) Beijing, China, September 26, 2013 — acquire Xing Wei Institute (HK) Limited (“Xing Wei”), a private education] [TABLE OF CONTENTS 2 ATA Inc.]

By | 2016-04-03T09:35:39+00:00 September 27th, 2013|Categories: ATAI, Chinese Stocks, Webplus ver|Tags: , , , , , |0 Comments
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WUBA [58.com] F-1: (Original Filing)

[FORM F-1 58.com Inc. Not Applicable Cayman Islands 7370 Not Applicable (State or other jurisdiction (Primary Standard Industrial (I.R.S. Employer Block E, The North American International Business Center Law Debenture Corporate Services Inc. Copies to: Z. Julie Gao, Esq. th David Roberts, Esq. Approximate date of commencement of proposed sale to the public: as soon as practicable after the effective] [THE COMPANIES LAW SECOND AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION 58.COM INC. (Adopted by special resolution of the shareholders passed on July 23, 2011) 1. The name of the Company is 58.com Inc. 2. The Registered Office of the Company shall be at the offices of Codan Trust Company (Cayman) Limited, Cricket Square, Hutchins Drive, PO Box 2681, Grand Cayman,] [THE COMPANIES LAW EXEMPTED COMPANY LIMITED BY SHARES THIRD AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF 58.COM INC. (Adopted by special resolution of the shareholders passed on September 26, 2013 ) 1. The name of the Company is 58.com Inc . 2. The Registered Office of the Company shall be at the offices of Codan Trust Company (Cayman) Limited, Cricket] [Incorporated in the Cayman Islands 58.com Inc. This is to certify that is / are the registered shareholders of: No. of Shares Type of Share Par Value Class A Ordinary USD 0.00001 Date of Record Certificate Number % Paid] [Dated July 6, 2011 The persons whose names and addresses are set out in Schedule 1 Part A and The corporations whose names and addresses are set out in Schedule 1 Parts B, C and D (Vendors) and 58.com Inc. (Purchaser) Share Exchange Agreement relating to China Classified Network Corporation This Share Exchange Agreement is made on the 6th day] [EXECUTION COPY AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT DATED : August 4, 2011 (1). 58.COM INC. (2). CHINA CLASSIFIED NETWORK CORPORATION (3). CHINA CLASSIFIED INFORMATION CORPORATION LIMITED (4). BEIJING CHENGSHI WANGLIN INFORMATION TECHNOLOGY CO., LTD. (5). BEIJING 58 INFORMATION TECHNOLOGY CO., LTD. (6). SB ASIA INVESTMENT FUND II L.P. (7). DCM V, L.P. and DCM AFFILIATES FUND V, L.P. (8). WP] [EXECUTION COPY 58.COM INC. CHINA CLASSIFIED NETWORK CORPORATION CHINA CLASSIFIED INFORMATION CORPORATION LIMITED BEIJING CHENGSHI WANGLIN INFORMATION TECHNOLOGY CO., LTD. BEIJING 58 INFORMATION TECHNOLOGY CO., LTD. AND WP X ASIA ONLINE INVESTMENT HOLDINGS LIMITED SERIES B-1 PREFERENCE SHARE Dated July 23, 2011 Orrick, Herrington & Sutcliffe LLP 43rd Floor, Gloucester Tower 58.COM INC. SERIES B-1 PREFERENCE SHARE SUBSCRIPTION AGREEMENT THIS] [27 September 201 3 OUR REF: AC/al/#3795406v3 (M#87 87500 ) 58.com Inc. Block E, The North American International Business Center Yi 108 Beiyuan Road Chaoyang District Beijing 100101 The People’s Republic of China Dear Sirs, 58.com Inc. (the “Company”) Commission or about 27 September 2013 Registration Statement Securities Act (the “ 000 Class A Ordinary Shares 1 each (the “] [27 September 2013 Matter No.:87 8500 Doc Ref: AC/al /# 3795412v3 58.com Inc. Block E, The North American International Business Center Yi 108 Beiyuan Road Chaoyang District Beijing 100101 The People’s Republic of China Dear Sirs, Re: 58.com Inc. (t he “Company”) We have acted as special legal counsel in the Cayman Islands to the Company in connection with a] [September 27, 2013 58.com Inc. Block E The North American International Business Center Yi 108 Beiyuan Road Chaoyang District, Beijing 100101 People’s Republic of China RE: American Depositary Shares of 58.com Inc. Ladies and Gentlemen: September 27 , 2013 (the “Registration Statement”). In rendering the opinion stated herein, we have examined and relied upon the following: (a) the Registration Statement.] [58.COM INC. EMPLOYEE STOCK OPTION PLAN (effective as of July 6, 2011 and as subsequently amended) WHEREAS WHEREAS , the Board has decided that an Employee Stock Option Plan (the “Plan”) shall be established. NOW THEREFORE , the details of the Plan are set forth as follows: 1. General Purpose of Plan; Definitions The name of this plan is the] [58.COM INC. 2013 SHARE INCENTIVE PLAN ARTICLE 1 PURPOSE Plan The purpose of the 58.com Inc. 2013 Share Incentive Plan (the “ the Cayman Islands Company (the “ ARTICLE 2 DEFINITIONS AND CONSTRUCTION Wherever the following terms are used in the Plan they shall have the meanings specified below, unless the context clearly indicates otherwise. The singular pronoun shall include] [INDEMNIFICATION AGREEMENT Agreement Company Indemnitee THIS INDEMNIFICATION AGREEMENT (this “ WHEREAS, the Indemnitee has agreed to serve as a director/an executive officer of the Company and in such capacity will render valuable services to the Company; and Board of Directors WHEREAS, in order to induce and encourage highly experienced and capable persons such as the Indemnitee to serve as directors/executive] [EMPLOYMENT AGREEMENT Agreement Company Executive Company Group This EMPLOYMENT AGREEMENT (the “ RECITALS A. The Company desires to employ the Executive and to assure itself of the services of the Executive during the term of Employment (as defined below). B. The Executive desires to be employed by the Company during the term of Employment and under the terms and conditions] [Amended and Restated Exclusive Business Cooperation Agreement This Amended and Restated Exclusive Business Cooperation Agreement (th is “ Agreement ” ) is made and entered into by and between the following p arties on October 10 , 20 11 in Beijing, the People ’ s Republic of China ( “China” or the “PRC” ). Party A: Beijing Chengshi Wanglin Information] [Amended and Restated Equity Interest Pledge Agreement This Amended and Restated Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on June 28, 2013 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Chengshi Wanglin Information Technology Co., Ltd. (hereinafter “Pledgee”), a wholly foreign owned enterprise, organized and existing] [Amended and Restated Exclusive Option Agreement This Amended and Restated Exclusive Option Agreement (this “Agreement”) is executed by and among the following P arties as of the 28th day of June 2013 in Beijing, the People’s Republic of China (“China” or the “PRC”) : Party A: Beijing Chengshi Wanglin Information Technology Co., Ltd. , a wholly foreign owned enterprise, organized] [Power of Attorney I, Jinbo Yao, a Chinese citizen with Chinese Identification Card No.: , and a holder of 37.8% of the entire registered capital in Beijing 58 Information Technology Co., Ltd. (“58.com”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Chengshi Wanglin Information Technology Co., Ltd. (“WFOE”) to exercise the following rights] [Loan Agreement This Loan Agreement (this “Agreement”) is made and entered into by and between the Parties below as of December 1, 2011 in Beijing, China: (1) Beijing Chengshi Wanglin Information Technology Co., Ltd. (“Lender”), a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with its address at No.6 Building, Yi 108, Beiyuan Road, Chaoyang] [List of Principal Subsidiaries and Consolidated Affiliated Entities of 58.com Inc. Subsidiaries: China Classified Network Corporation, a British Virgin Islands company China Classified Information Corporation Limited, a Hong Kong company Beijing Chengshi Wanglin Information Technology Co., Ltd., a PRC company 58 Tongcheng Information Technology Co., Ltd., a PRC company Consolidated Affiliated Entity: Beijing 58 Information Technology Co., Ltd., a PRC] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-1 of 58.com Inc. of our report dated July 30, 2013, except September 26 , 2013 , relating to the consolidated financial statements of 58.com Inc. which appears in such Registration Statement. We also consent to the reference to us under] [Consent Of iResearch Consulting Group August 1, 2013 58.com Inc. Ladies and Gentlemen: Registration Statement Company SEC SEC Filings iResearch Consulting Group hereby consents to references to its name in i) the registration statement on Form F-1 (together with any amendments thereto, the “ Report iResearch Consulting Group further consents to inclusion of information, data and statements from the report] [58.COM INC. 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 of] [漢 坤 律 師 事 務 所 HAN KUN LAW OFFICES Suite 906, Office Tower C1, Oriental Plaza, 1 East Chang An Avenue, Beijing 100738, P. R. China TEL: (86 10) 8525 5500; FAX: (86 10) 8525 5511 / 8525 5522 September 27 , 2013 58.com Inc. To: Block E, the North American International Business Center Yi 108 Beiyuan Road,]

By | 2016-03-22T06:23:33+00:00 September 27th, 2013|Categories: Chinese Stocks, SEC Original, WUBA|Tags: , , , , , |0 Comments
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WUBA [58.com] F-1: FORM F-1 58.com Inc. Not Applicable Cayman Islands

[FORM F-1 58.com Inc. Not Applicable Cayman Islands 7370 Not Applicable (State or other jurisdiction (Primary Standard Industrial (I.R.S. Employer Block E, The North American International Business Center Law Debenture Corporate Services Inc. Copies to: Z. Julie Gao, Esq. th David Roberts, Esq. Approximate date of commencement of proposed sale to the public: as soon as practicable after the effective] [THE COMPANIES LAW SECOND AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION 58.COM INC. (Adopted by special resolution of the shareholders passed on July 23, 2011) 1. The name of the Company is 58.com Inc. 2. The Registered Office of the Company shall be at the offices of Codan Trust Company (Cayman) Limited, Cricket Square, Hutchins Drive, PO Box 2681, Grand Cayman,] [THE COMPANIES LAW EXEMPTED COMPANY LIMITED BY SHARES THIRD AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF 58.COM INC. (Adopted by special resolution of the shareholders passed on September 26, 2013 ) 1. The name of the Company is 58.com Inc . 2. The Registered Office of the Company shall be at the offices of Codan Trust Company (Cayman) Limited, Cricket] [Incorporated in the Cayman Islands 58.com Inc. This is to certify that is / are the registered shareholders of: No. of Shares Type of Share Par Value Class A Ordinary USD 0.00001 Date of Record Certificate Number % Paid] [Dated July 6, 2011 The persons whose names and addresses are set out in Schedule 1 Part A and The corporations whose names and addresses are set out in Schedule 1 Parts B, C and D (Vendors) and 58.com Inc. (Purchaser) Share Exchange Agreement relating to China Classified Network Corporation This Share Exchange Agreement is made on the 6th day] [EXECUTION COPY AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT DATED : August 4, 2011 (1). 58.COM INC. (2). CHINA CLASSIFIED NETWORK CORPORATION (3). CHINA CLASSIFIED INFORMATION CORPORATION LIMITED (4). BEIJING CHENGSHI WANGLIN INFORMATION TECHNOLOGY CO., LTD. (5). BEIJING 58 INFORMATION TECHNOLOGY CO., LTD. (6). SB ASIA INVESTMENT FUND II L.P. (7). DCM V, L.P. and DCM AFFILIATES FUND V, L.P. (8). WP] [EXECUTION COPY 58.COM INC. CHINA CLASSIFIED NETWORK CORPORATION CHINA CLASSIFIED INFORMATION CORPORATION LIMITED BEIJING CHENGSHI WANGLIN INFORMATION TECHNOLOGY CO., LTD. BEIJING 58 INFORMATION TECHNOLOGY CO., LTD. AND WP X ASIA ONLINE INVESTMENT HOLDINGS LIMITED SERIES B-1 PREFERENCE SHARE Dated July 23, 2011 Orrick, Herrington & Sutcliffe LLP 43rd Floor, Gloucester Tower 58.COM INC. SERIES B-1 PREFERENCE SHARE SUBSCRIPTION AGREEMENT THIS] [27 September 201 3 OUR REF: AC/al/#3795406v3 (M#87 87500 ) 58.com Inc. Block E, The North American International Business Center Yi 108 Beiyuan Road Chaoyang District Beijing 100101 The People’s Republic of China Dear Sirs, 58.com Inc. (the “Company”) Commission or about 27 September 2013 Registration Statement Securities Act (the “ 000 Class A Ordinary Shares 1 each (the “] [27 September 2013 Matter No.:87 8500 Doc Ref: AC/al /# 3795412v3 58.com Inc. Block E, The North American International Business Center Yi 108 Beiyuan Road Chaoyang District Beijing 100101 The People’s Republic of China Dear Sirs, Re: 58.com Inc. (t he “Company”) We have acted as special legal counsel in the Cayman Islands to the Company in connection with a] [September 27, 2013 58.com Inc. Block E The North American International Business Center Yi 108 Beiyuan Road Chaoyang District, Beijing 100101 People’s Republic of China RE: American Depositary Shares of 58.com Inc. Ladies and Gentlemen: September 27 , 2013 (the “Registration Statement”). In rendering the opinion stated herein, we have examined and relied upon the following: (a) the Registration Statement.] [58.COM INC. EMPLOYEE STOCK OPTION PLAN (effective as of July 6, 2011 and as subsequently amended) WHEREAS WHEREAS , the Board has decided that an Employee Stock Option Plan (the “Plan”) shall be established. NOW THEREFORE , the details of the Plan are set forth as follows: 1. General Purpose of Plan; Definitions The name of this plan is the] [58.COM INC. 2013 SHARE INCENTIVE PLAN ARTICLE 1 PURPOSE Plan The purpose of the 58.com Inc. 2013 Share Incentive Plan (the “ the Cayman Islands Company (the “ ARTICLE 2 DEFINITIONS AND CONSTRUCTION Wherever the following terms are used in the Plan they shall have the meanings specified below, unless the context clearly indicates otherwise. The singular pronoun shall include] [INDEMNIFICATION AGREEMENT Agreement Company Indemnitee THIS INDEMNIFICATION AGREEMENT (this “ WHEREAS, the Indemnitee has agreed to serve as a director/an executive officer of the Company and in such capacity will render valuable services to the Company; and Board of Directors WHEREAS, in order to induce and encourage highly experienced and capable persons such as the Indemnitee to serve as directors/executive] [EMPLOYMENT AGREEMENT Agreement Company Executive Company Group This EMPLOYMENT AGREEMENT (the “ RECITALS A. The Company desires to employ the Executive and to assure itself of the services of the Executive during the term of Employment (as defined below). B. The Executive desires to be employed by the Company during the term of Employment and under the terms and conditions] [Amended and Restated Exclusive Business Cooperation Agreement This Amended and Restated Exclusive Business Cooperation Agreement (th is “ Agreement ” ) is made and entered into by and between the following p arties on October 10 , 20 11 in Beijing, the People ’ s Republic of China ( “China” or the “PRC” ). Party A: Beijing Chengshi Wanglin Information] [Amended and Restated Equity Interest Pledge Agreement This Amended and Restated Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on June 28, 2013 in Beijing, the People’s Republic of China (“China” or the “PRC”): Party A: Beijing Chengshi Wanglin Information Technology Co., Ltd. (hereinafter “Pledgee”), a wholly foreign owned enterprise, organized and existing] [Amended and Restated Exclusive Option Agreement This Amended and Restated Exclusive Option Agreement (this “Agreement”) is executed by and among the following P arties as of the 28th day of June 2013 in Beijing, the People’s Republic of China (“China” or the “PRC”) : Party A: Beijing Chengshi Wanglin Information Technology Co., Ltd. , a wholly foreign owned enterprise, organized] [Power of Attorney I, Jinbo Yao, a Chinese citizen with Chinese Identification Card No.: , and a holder of 37.8% of the entire registered capital in Beijing 58 Information Technology Co., Ltd. (“58.com”) as of the date when the Power of Attorney is executed, hereby irrevocably authorize Beijing Chengshi Wanglin Information Technology Co., Ltd. (“WFOE”) to exercise the following rights] [Loan Agreement This Loan Agreement (this “Agreement”) is made and entered into by and between the Parties below as of December 1, 2011 in Beijing, China: (1) Beijing Chengshi Wanglin Information Technology Co., Ltd. (“Lender”), a wholly foreign owned enterprise, organized and existing under the laws of the PRC, with its address at No.6 Building, Yi 108, Beiyuan Road, Chaoyang] [List of Principal Subsidiaries and Consolidated Affiliated Entities of 58.com Inc. Subsidiaries: China Classified Network Corporation, a British Virgin Islands company China Classified Information Corporation Limited, a Hong Kong company Beijing Chengshi Wanglin Information Technology Co., Ltd., a PRC company 58 Tongcheng Information Technology Co., Ltd., a PRC company Consolidated Affiliated Entity: Beijing 58 Information Technology Co., Ltd., a PRC] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-1 of 58.com Inc. of our report dated July 30, 2013, except September 26 , 2013 , relating to the consolidated financial statements of 58.com Inc. which appears in such Registration Statement. We also consent to the reference to us under] [Consent Of iResearch Consulting Group August 1, 2013 58.com Inc. Ladies and Gentlemen: Registration Statement Company SEC SEC Filings iResearch Consulting Group hereby consents to references to its name in i) the registration statement on Form F-1 (together with any amendments thereto, the “ Report iResearch Consulting Group further consents to inclusion of information, data and statements from the report] [58.COM INC. 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 of] [漢 坤 律 師 事 務 所 HAN KUN LAW OFFICES Suite 906, Office Tower C1, Oriental Plaza, 1 East Chang An Avenue, Beijing 100738, P. R. China TEL: (86 10) 8525 5500; FAX: (86 10) 8525 5511 / 8525 5522 September 27 , 2013 58.com Inc. To: Block E, the North American International Business Center Yi 108 Beiyuan Road,]

By | 2016-03-22T06:24:49+00:00 September 27th, 2013|Categories: Chinese Stocks, Webplus ver, WUBA|Tags: , , , , , |0 Comments
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WUBA [58.com] CORRESP: (Original Filing)

[DIRECT DIAL (852) 3740-4850 DIRECT FAX (852) 3910-4850 EMAIL ADDRESS JULIE.GAO@SKADDEN.COM SKADDEN, ARPS, SLATE, MEAGHER & FLOM 世達國際律師事務所 42/F, EDINBURGH TOWER, THE LANDMARK 15 QUEEN’S ROAD CENTRAL, HONG KONG TEL: (852) 3740-4700 FAX: (852) 3740-4727 www.skadden.com AFFILIATE OFFICES BOSTON CHICAGO HOUSTON LOS ANGELES NEW YORK PALO ALTO WILMINGTON BEIJING BRUSSELS FRANKFURT LONDON MOSCOW MUNICH PARIS SÃO PAULO SHANGHAI SINGAPORE SYDNEY]

By | 2016-03-22T06:26:10+00:00 September 27th, 2013|Categories: Chinese Stocks, SEC Original, WUBA|Tags: , , , , , |0 Comments
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