[FORM 20-F (Mark One) [ ] OR [X] For the fiscal year ended December 31, 2013 OR [ ] OR [ ] Date of event requiring this shell company report 000-50975 CHINA FINANCE ONLINE CO. LIMITED Not Applicable Hong Kong (Jurisdiction of incorporation or organization) 9th Floor of Tower C, Corporate Square NO.35 Financial Street, Xicheng District Beijing 100033, China] [Shenzhen Newrand Securities Advisory and Investment Co., Ltd. And Shenzhen Champion Connection Co., Ltd. And Mr. Zhou By and Among Assets Purchase Agreement July 1, 2013 TABLE OF CONTENTS ARTICLE 1 INTERPRETATION 5 1.1 Definitions 5 1.2 Interpretation 7 ARTICLE 2 SUBJECT MATTER 7 ARTICLE 3 PURCHASE CONSIDERATION AND PAYMENT 8 3.1 Purchase Consideration 8 3.2 Terms of Payment 8] [PURCHASE AGREEMENT Company Investor This Purchase Agreement is entered into on July 1, 2013, by and between Giant Bright International Holdings Limited, a company duly incorporated in British Virgin Islands (" WHEREAS, (1) (2) The Investor undertakes that it is committed to developing the investment consulting business of the Company and its subsidiaries and affiliates, and will procure Champion to] [AGREEMENT FOR CHANGE OF PARTIES TO THE CONTRACT Effective Date THIS AGREEMENT FOR CHANGE OF PARTIES TO THE CONTRACT (“Agreement”) is entered into by and among the following Parties in on August 31, 2013 (" (1) Company: Giant Bright International Holdings Limited, a company duly incorporated in British Virgin Islands; (2) Original Investor: Champion Connection Network H.K Limited, a company] [PURCHASE AGREEMENT Company Investor This Purchase Agreement is entered into on July 1, 2013, by and between Giant Bright International Holdings Limited, a company duly incorporated in British Virgin Islands (" WHEREAS, (1) (2) The Investor undertakes that it will transfer 30% shares of East Win actually held by it to a domestic individual designated by the Company, and agrees] [Assets Purchase Agreement By and Among Shenzhen Genius Information Technology Co., Ltd. And Shenzhen Champion Connection Co., Ltd. July 1, 2013 TABLE OF CONTENTS ARTICLE 1 INTERPRETATION 5 1.1 Definitions 5 1.2 Interpretation 7 ARTICLE 2 SUBJECT MATTER 8 ARTICLE 3 PURCHASE CONSIDERATION AND PAYMENT 8 3.1 Purchase Consideration] [PURCHASE AGREEMENT Company Investor This Purchase Agreement is entered into on July 1, 2013, by and between Mainfame Group Limited, a company duly incorporated in British Virgin Islands (" WHEREAS, (1) (2) The Investor undertakes that it is committed to developing the institutional customer business of the Company and its subsidiaries and affiliates, and will procure Champion to sell its] [Cooperation Framework Agreement Regarding Precious Metals Business Shanghai Stockstar Wealth Management Co., Ltd. And Golden Pioneer (Beijing) Network Technologies Co., Ltd. And Shanghai Excellence Advertising Co., Ltd. July 2013 TABLE OF CONTENTS ARTICLE 1 INTERPRETATION 2 1.1 Definitions 2 1.2 Interpretation 3 ARTICLE 2 SCOPE AND FORM OF COOPERATION 3 2.1 Scope of Cooperation 3 2.2 Form of Cooperation 3] [Shenzhen Tahoe Investment and Development Co., Ltd. CAPITAL INCREASE AND SHAREHOLDERS' AGREEMENT September 2013 TABLE OF CONTENTS Article 1 INTERPRETATION 2 1.1 Definitions 2 1.2 Interpretation 3 Article 2 CAPITAL INCREASE 3 2.1 Subscription of Capital 3 2.2 Payment and Verification of Subscribed Capital 4 2.3 Use of Increased Capital 4 Article 3 CLOSING CONDITIONS] [The following table sets forth the details of our principle subsidiaries and significant PRC-incorporated affiliates as of December 31, 2013: Jurisdiction of Legal Ownership Name Incorporation Interest Fortune Software (Beijing) Co., Ltd. PRC 100% China Finance Online (Beijing) Co., Ltd. PRC 100% Beijing Fuhua Innovation Technology Development Co., Ltd. * PRC Nil Fortune (Beijing) Success Technology Co., Ltd. PRC 100%] [I, Zhao Zhiwei, certify that: 1. I have reviewed this annual report on Form 20-F of China Finance Online Co. 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] [Certification by the Principal Financial Officer I, Jeff Wang, certify that: 1. I have reviewed this annual report on Form 20-F of China Finance Online Co. 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] [CERTIFICATION OF PERIODIC FINANCIAL REPORT SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.] [CERTIFICATION OF PERIODIC FINANCIAL REPORT SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Jeff Wang] [th Ave., Chaoyang Dist., Beijing, 100004 T +86 (10) 8566 5588 F www.GrantThornton.com CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Grant Thornton Beijing, People’s Republic of China May 6, 2014] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement No. 333-139192 on Form S-8 POS and Registration Statements No. 333-157670, No. 333-139192 and No 333-123802 on Form S-8 of our report dated April 27, 2012 (April 29, 2013 as to the effects of the presentation of comprehensive income described in Note]