XIN [Xinyuan Real Estate] F-3:
[] [Our ref DLK/629097-000001/6489846v3 Xinyuan Real Estate Co., Ltd. 27/F China Central Place, Tower II 79 Jianguo Road, Chaoyang District Beijing 100025 People's Republic of China 1 November 2013 Dear Sirs Xinyuan Real Estate Co., Ltd. Company Registration Statement Commission Act ADSs Sale Shares Conversion Shares Note We have acted as counsel as to Cayman Islands law to Xinyuan Real Estate] [Consent of Independent Registered Public Accounting Firm We consent to the reference to our firm under the caption Experts in the Registration Statement (Form F-3) and related Prospectus of Xinyuan Real Estate Co., Ltd. for the registration of 37,253,670 shares of its common stock and to the incorporation by reference therein of our reports dated April 15, 2013 Beijing, People’s]