[Explanatory Note The Company reviewed its accounting treatment of measurement of the liability related to its mandatorily redeemable noncontrolling interests in subsidiaries and found the effective interest rate of the 45% (the “Interest Rate”) originally used was not supported by sufficient observable inputs, as contemplated by the applicable regulations, the Company determined that the observable inputs and other relevant data] [List of Subsidiaries Wayfast Holdings Limited (British Virgin Island) Gracemind Holdings Limited (British Virgin Island) Man State Holdings Limited (British Virgin Island) Clever Advance Limited (Hong Kong, China) Treasure Asia Holdings Limited (Hong Kong, China) Success Hill Limited (Hong Kong, China) Xi’an Tsining Housing Development Co., Ltd. (Xi’an, China) Xi’an New Land Development Co., Ltd. (Xi’an, China) Puhua (Xi’an) Real] [Consent of Independent Registered Public Accounting Firm We consent to the inclusion in this Annual Report on Form 10-K/A of our report dated November 19, 2013 on our audit of the consolidated balance sheet of China Housing & Land Development, Inc. as at December 31, 2012 and the related consolidated statements of income and comprehensive income, shareholders’ equity and cash] [CERTIFICATION I, Xiaohong Feng, certify that: 1. I have reviewed this report on Form 10-K/A of China Housing & Land Development, Inc. for the fiscal year ended December 31, 2012; 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,] [CERTIFICATION I, Cangsang Huang, certify that: 1. I have reviewed this report on Form 10-K/A of China Housing & Land Development, Inc. for the fiscal year ended December 31, 2012; 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,] [i. ii. the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. A signed original of this written statement has been provided to the Company and will be retained by the Company and will be furnished to the SEC or our staff upon request. Xiaohong Feng Chief Executive] [i. ii. the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. A signed original of this written statement has been provided to the Company and will be retained by the Company and will be furnished to the SEC or our staff upon request. Cangsang Huang Chief Financial]