CCIH [ChinaCache International] 20-F/A: (Original Filing)
[Amendment No. 1 to FORM 20-F (Mark One) o OR x OR o FOR THE TRANSITION PERIOD FROM to OR o]
[Amendment No. 1 to FORM 20-F (Mark One) o OR x OR o FOR THE TRANSITION PERIOD FROM to OR o]
[FORM 20-F (Mark One) o OR x OR o OR o Date of event requiring this shell company report . . . . . . . . . . . . . . . . . . . For the transition period from to Jiayuan.com International Ltd. Not Applicable Cayman Islands (Jurisdiction of incorporation or organization) Room 1005, Changxin Building] [JIAYUAN.COM INTERNATIONAL LTD. 2007 SHARE INCENTIVE PLAN RESTRICTED SHARES AWARD AGREEMENT This RESTRICTED SHARES AWARD AGREEMENT Award Agreement Award (this , 20 by JIAYUAN.COM INTERNATIONAL LTD . , a company incorporated Company Participant Restricted Shares Ordinary Shares under the laws of the Cayman Islands (the Number of Restricted Shares Being Awarded Purchase Price per Share (if applicable) Not] [Confidential EXCLUSIVE TECHNOLOGY LICENSE AND SERVICES AGREEMENT By and between BEIJING AIZHENXIN INFORMATION TECHNOLOGY CO., LTD. A nd BEIJING MIYUAN I NFORMATION TECHNOLOGY CO., LTD. August 13 , 20 12 EXCLUSIVE TECHNOLOGY LICENSE AND SERVICES AGREEMENT T his EXCLUSIVE TECHNOLOGY LICENSE AND SERVICES AGREEMENT ( this A greement ) is made on August 13 , 2012 in Beijing, the] [Confidential EXCLUSIVE PURCHASE OPTION AGREEMENT Regarding BEIJING AIZHENXIN INFORMATION TECHNOLOGY CO., LTD. By and among TAO LU HUI SONG YU ZHANG BEIJING MIYUAN INFORMATION TECHNOLOGY CO., LTD. And BEIJING AIZHENXIN INFORMATION TECHNOLOGY CO., LTD. August 13, 2012 EXCLUSIVE PURCHASE OPTION AGREEMENT] [Confidential SHAREHOLDERS VOTING RIGHTS ENTRUSTMENT AGREEMENT Regarding BEIJING AIZHENXIN INFORMATION TECHNOLOGY CO., LTD. By and among BEIJING MIYUAN INFORMATION TECHNOLOGY CO., LTD. BEIJING AIZHENXIN INFORMATION TECHNOLOGY CO., LTD. TAO LU HUI SONG And YU ZHANG August 13, 2012 SHAREHOLDERS VOTING RIGHTS ENTRUSTMENT AGREEMENT Agreement China] [Confidential EQUITY PLEDGE AGREEMENT Regarding BEIJING AIZHENXIN INFORMATION TECHNOLOGY CO., LTD. By and among TAO LU HUI SONG YU ZHANG And BEIJING MIYUAN INFORMATION TECHNOLOGY CO., LTD. August 13, 2012 EQUITY PLEDGE AGREEMENT Agreement China PRC This EQUITY PLEDGE AGREEMENT (this TAO LU (1)] [Confidential LOAN AGREEMENT By and among TAO LU HUI SONG YU ZHANG And BEIJING MIYUAN INFORMATION TECHNOLOGY CO., LTD. [ ], 2012 LOAN AGREEMENT Agreement This LOAN AGREEMENT (this 1. TAO LU , a citizen of China (Chinese ID No.: 110106197104281814); 2. HUI SONG , a citizen of China (Chinese ID No.: 110103197906080933); 3. YU ZHANG, a citizen of] [Contract for Retaining Special Consultant This Contract is made by both parties below in Beijing as of December 24, 2012 (Effective Date). Party A: Shanghai Huaqianshu Information Technology Co., Ltd. Address: Room 1005, Changxin Building, No.39 Anding Road, Chaoyang District, Beijing Party B: Ms. Gong Haiyan In accordance with related national laws and regulations and adhering to the principle of] [As of March 31, 2013 Wholly-Owned Subsidiaries 1. Harper Capital Inc., a British Virgin Islands company 2. Jiayuan Hong Kong Corporation Limited, a Hong Kong company 3. Miyuan (Shanghai) Information Technology Co., Ltd., a PRC company 4. Beijing Miyuan Information Technology Co., Ltd., a PRC company 5. Shanghai Huaqianshu Information Technology Co., Ltd., a PRC company 6. Beijing Huaqianshu Information] [Certification by the Chief Executive Officer I, Linguang Wu, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayuan.com International Ltd. (the Company); 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 by the Chief Financial Officer I, Shang-Hsiu Koo, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayuan.com International Ltd. (the Company); 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 by the Chief Executive Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Linguang Wu Chief Executive Officer] [Certification by the Chief Financial Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Shang-Hsiu Koo Chief Financial Officer] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-184079) of Jiayuan.com International Ltd., of our report dated April 29, 2013 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this Form 20-F. Beijing, the Peoples Republic of] [[ZHONG LUN LAW FIRM LETTERHEAD] April 29, 2013 Jiayuan.com International Ltd. Room 1005, Changxin Building No. 39 Anding Road Chaoyang District, Beijing 100029 Peoples Republic of China Ladies and Gentlemen: Yours faithfully Zhong Lun Law Firm EX-15.2 15 a12-22243_1ex15d2.htm CONSENT OF ZHONG LUN LAW FIRM.] [Consent of iResearch Consulting Group April 2, 2013 Jiayuan.com International Ltd. Room 1005, Changxin Building No. 39 Anding Road Chaoyang District, Beijing The Peoples Republic of China Ladies and Gentlemen: iResearch Consulting Group hereby consents to references to its name in the annual report on Form 20-F of Jiayuan.com International Ltd. (the Company) for the fiscal year ended December 31,] [Our ref JUH/660390-000001/6008651v1 Direct tel +852 3690-7431 E-mail juno.huang@maplesandcalder.com Jiayuan.com International Ltd. Room 1005, 10 th Floor, ChangXin Plaza No.39 An Ding Road Chao Yang District Beijing, China 29 April 2013 Dear Sir Jiayuan.com International Ltd. (the Company) Company Form 20-F We have acted as legal advisers as to the laws of the Cayman Islands to Jiayuan.com International Ltd. an]
[FORM 20-F (Mark One) o OR x OR o OR o Date of event requiring this shell company report . . . . . . . . . . . . . . . . . . . For the transition period from to Jiayuan.com International Ltd. Not Applicable Cayman Islands (Jurisdiction of incorporation or organization) Room 1005, Changxin Building] [JIAYUAN.COM INTERNATIONAL LTD. 2007 SHARE INCENTIVE PLAN RESTRICTED SHARES AWARD AGREEMENT This RESTRICTED SHARES AWARD AGREEMENT Award Agreement Award (this , 20 by JIAYUAN.COM INTERNATIONAL LTD . , a company incorporated Company Participant Restricted Shares Ordinary Shares under the laws of the Cayman Islands (the Number of Restricted Shares Being Awarded Purchase Price per Share (if applicable) Not] [Confidential EXCLUSIVE TECHNOLOGY LICENSE AND SERVICES AGREEMENT By and between BEIJING AIZHENXIN INFORMATION TECHNOLOGY CO., LTD. A nd BEIJING MIYUAN I NFORMATION TECHNOLOGY CO., LTD. August 13 , 20 12 EXCLUSIVE TECHNOLOGY LICENSE AND SERVICES AGREEMENT T his EXCLUSIVE TECHNOLOGY LICENSE AND SERVICES AGREEMENT ( this A greement ) is made on August 13 , 2012 in Beijing, the] [Confidential EXCLUSIVE PURCHASE OPTION AGREEMENT Regarding BEIJING AIZHENXIN INFORMATION TECHNOLOGY CO., LTD. By and among TAO LU HUI SONG YU ZHANG BEIJING MIYUAN INFORMATION TECHNOLOGY CO., LTD. And BEIJING AIZHENXIN INFORMATION TECHNOLOGY CO., LTD. August 13, 2012 EXCLUSIVE PURCHASE OPTION AGREEMENT] [Confidential SHAREHOLDERS VOTING RIGHTS ENTRUSTMENT AGREEMENT Regarding BEIJING AIZHENXIN INFORMATION TECHNOLOGY CO., LTD. By and among BEIJING MIYUAN INFORMATION TECHNOLOGY CO., LTD. BEIJING AIZHENXIN INFORMATION TECHNOLOGY CO., LTD. TAO LU HUI SONG And YU ZHANG August 13, 2012 SHAREHOLDERS VOTING RIGHTS ENTRUSTMENT AGREEMENT Agreement China] [Confidential EQUITY PLEDGE AGREEMENT Regarding BEIJING AIZHENXIN INFORMATION TECHNOLOGY CO., LTD. By and among TAO LU HUI SONG YU ZHANG And BEIJING MIYUAN INFORMATION TECHNOLOGY CO., LTD. August 13, 2012 EQUITY PLEDGE AGREEMENT Agreement China PRC This EQUITY PLEDGE AGREEMENT (this TAO LU (1)] [Confidential LOAN AGREEMENT By and among TAO LU HUI SONG YU ZHANG And BEIJING MIYUAN INFORMATION TECHNOLOGY CO., LTD. [ ], 2012 LOAN AGREEMENT Agreement This LOAN AGREEMENT (this 1. TAO LU , a citizen of China (Chinese ID No.: 110106197104281814); 2. HUI SONG , a citizen of China (Chinese ID No.: 110103197906080933); 3. YU ZHANG, a citizen of] [Contract for Retaining Special Consultant This Contract is made by both parties below in Beijing as of December 24, 2012 (Effective Date). Party A: Shanghai Huaqianshu Information Technology Co., Ltd. Address: Room 1005, Changxin Building, No.39 Anding Road, Chaoyang District, Beijing Party B: Ms. Gong Haiyan In accordance with related national laws and regulations and adhering to the principle of] [As of March 31, 2013 Wholly-Owned Subsidiaries 1. Harper Capital Inc., a British Virgin Islands company 2. Jiayuan Hong Kong Corporation Limited, a Hong Kong company 3. Miyuan (Shanghai) Information Technology Co., Ltd., a PRC company 4. Beijing Miyuan Information Technology Co., Ltd., a PRC company 5. Shanghai Huaqianshu Information Technology Co., Ltd., a PRC company 6. Beijing Huaqianshu Information] [Certification by the Chief Executive Officer I, Linguang Wu, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayuan.com International Ltd. (the Company); 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 by the Chief Financial Officer I, Shang-Hsiu Koo, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayuan.com International Ltd. (the Company); 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 by the Chief Executive Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Linguang Wu Chief Executive Officer] [Certification by the Chief Financial Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Shang-Hsiu Koo Chief Financial Officer] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-184079) of Jiayuan.com International Ltd., of our report dated April 29, 2013 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this Form 20-F. Beijing, the Peoples Republic of] [[ZHONG LUN LAW FIRM LETTERHEAD] April 29, 2013 Jiayuan.com International Ltd. Room 1005, Changxin Building No. 39 Anding Road Chaoyang District, Beijing 100029 Peoples Republic of China Ladies and Gentlemen: Yours faithfully Zhong Lun Law Firm EX-15.2 15 a12-22243_1ex15d2.htm CONSENT OF ZHONG LUN LAW FIRM.] [Consent of iResearch Consulting Group April 2, 2013 Jiayuan.com International Ltd. Room 1005, Changxin Building No. 39 Anding Road Chaoyang District, Beijing The Peoples Republic of China Ladies and Gentlemen: iResearch Consulting Group hereby consents to references to its name in the annual report on Form 20-F of Jiayuan.com International Ltd. (the Company) for the fiscal year ended December 31,] [Our ref JUH/660390-000001/6008651v1 Direct tel +852 3690-7431 E-mail juno.huang@maplesandcalder.com Jiayuan.com International Ltd. Room 1005, 10 th Floor, ChangXin Plaza No.39 An Ding Road Chao Yang District Beijing, China 29 April 2013 Dear Sir Jiayuan.com International Ltd. (the Company) Company Form 20-F We have acted as legal advisers as to the laws of the Cayman Islands to Jiayuan.com International Ltd. an]
[ChinaCache International Holdings Ltd. Issues Letter to Shareholders BEIJING, April 29, 2013 ChinaCache International Holdings Ltd. (ChinaCache or the Company) (NASDAQ: CCIH), the leading total solutions provider of Internet content and application delivery services in China, today issued a letter to the Companys shareholders from Mr. Song Wang, Founder, Chairman and Chief Executive Officer of ChinaCache. In the letter,] [ChinaCache International Holdings Ltd. Section A, Building 3, Dian Tong Creative Square No. 7 Jiuxianqiao North Road, Chaoyang District Beijing, 100015 The Peoples Republic of China +86 10 6437 3399 Form 20-F x Form 40-F o o o ChinaCache International Holdings Ltd.]
[ChinaCache International Holdings Ltd. Issues Letter to Shareholders BEIJING, April 29, 2013 ChinaCache International Holdings Ltd. (ChinaCache or the Company) (NASDAQ: CCIH), the leading total solutions provider of Internet content and application delivery services in China, today issued a letter to the Companys shareholders from Mr. Song Wang, Founder, Chairman and Chief Executive Officer of ChinaCache. In the letter,] [ChinaCache International Holdings Ltd. Section A, Building 3, Dian Tong Creative Square No. 7 Jiuxianqiao North Road, Chaoyang District Beijing, 100015 The Peoples Republic of China +86 10 6437 3399 Form 20-F x Form 40-F o o o ChinaCache International Holdings Ltd.]
[FORM20-F (Mark One) o OR x OR o OR ote of event requiring this shellmpany report . . . . . . . . . . . . . . . . . . . For the transition period from to Jiayuan.com International Not Applicableyman Islands (Jurisdiction oforporation or organization)] [JIAYUAN.COM INTERNATIONAL 2007 SHAREENTIVE PLAN RESTRICTED SHARES AWARDREEMENT Number of Restricted Shares Being Awarded Purchase Price per Share (if applicable) Not applicable. Awardte , 20 . Vesting 25% 75% The Award shall become vested to Accelerated Vesting The Participant will become 100% vested in this Award upon the first to occur of (i)a Change inntrol] [Confidential EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT By and between BEIJING AIZHENXIN INFORMATION TECHNOLOGYLTD. A nd BEIJING MIYUAN I NFORMATION TECHNOLOGYLTD. August13 , 20 12 EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT Registereddress: Room302, Building No.3, 6 Yangfangdian Road, Haidian District, Beijing Legal representative: Yu ZHANG (B) BEIJING MIYUAN INFORMATION TECHNOLOGY] [Confidential EXCLUSIVE PURCHASE OPTIONREEMENT Regarding BEIJING AIZHENXIN INFORMATION TECHNOLOGYLTD. By and among TAO LU HUI SONG YU ZHANG BEIJING MIYUAN INFORMATION TECHNOLOGYLTD. And BEIJING AIZHENXIN INFORMATION TECHNOLOGYLTD. August13, 2012 EXCLUSIVE PURCHASE OPTIONREEMENTreement China This EXCLUSIVE PURCHASE OPTIONREEMENT (this 1. TAO LU , a citizen of China (Chinese ID No.: 110106197104281814);] [Confidential SHAREHOLDERS VOTING RIGHTS ENTRUSTMENTREEMENT Regarding BEIJING AIZHENXIN INFORMATION TECHNOLOGYLTD. By and among BEIJING MIYUAN INFORMATION TECHNOLOGYLTD. BEIJING AIZHENXIN INFORMATION TECHNOLOGYLTD. TAO LU HUI SONG And YU ZHANG August13, 2012 SHAREHOLDERS VOTING RIGHTS ENTRUSTMENTREEMENTreement China This SHAREHOLDERS VOTING RIGHTS ENTRUSTMENTREEMENT (the (1) BEIJING MIYUAN INFORMATION TECHNOLOGYLTD.] [Confidential EQUITY PLEDGEREEMENT Regarding BEIJING AIZHENXIN INFORMATION TECHNOLOGYLTD. By and among TAO LU HUI SONG YU ZHANG And BEIJING MIYUAN INFORMATION TECHNOLOGYLTD. August13, 2012 EQUITY PLEDGEREEMENTreement China This EQUITY PLEDGEREEMENT (this TAO LU (1) (2) HUI SONG , a citizen of China YU ZHANG] [Confidential LOANREEMENT By and among TAO LU HUI SONG YU ZHANG And BEIJING MIYUAN INFORMATION TECHNOLOGYLTD. [], 2012 LOANREEMENTreement This LOANREEMENT (this 1. TAO LU , a citizen of China (Chinese ID No.: 110106197104281814); 2. HUI SONG , a citizen of China (Chinese ID No.: 110103197906080933);] [Contract for Retainingecialnsultant Thisntract is made by both parties below in Beijing of December24, 2012 (Effectivete). Party A: Shanghai Huaqianshu Information TechnologyLtd.dress: Room1005, Changxin Building, No.39 Anding Road, Chaoyang District, Beijing Party B: Ms.Gong Haiyan In accordance with related national laws and regulations andhering to the principle of mutual benefit andmmon development, Party A and] [As of March31, 2013 Wholly-Owned Subsidiaries 1. Harperpital a British Virgin Islandsmpany 2. Jiayuan Hong Kongrporation Limited, a Hong Kongmpany 3. Miyuan (Shanghai) Information TechnologyLtd., ampany 4. Beijing Miyuan Information TechnologyLtd., ampany 5. Shanghai Huaqianshu Information TechnologyLtd., ampany] [Certification by the Chief Executive Officer I, Linguang Wu, certify that: 1. I have reviewed this annual report on Form20-F of Jiayuan.com International (thempany); 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] [Certification by the Chief Financial Officer I, Shang-Hsiu Koo, certify that: 1. I have reviewed this annual report on Form20-F of Jiayuan.com International (thempany); 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] [Certification by the Chief Executive Officer (2)The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Linguang Wu Chief Executive Officer a12-22243_1ex13d1.htm 12 EX-13.1] [Certification by the Chief Financial Officer (2)The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Shang-Hsiu Koo Chief Financial Officer a12-22243_1ex13d2.htm 13 EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We herebynsent to theorporation by reference in the Registration Statement on FormS-8 (No.333-184079) of Jiayuan.com International of our reportted April29, 2013 relating to the financial statements and the effectiveness of internalntrol over financial reporting, which appears in this Form20-F.] [[ZHONG LUN LAW FIRM LETTERHEAD] April29, 2013 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing 100029 Peoples Republic of China Ladies and Gentlemen: Yours faithfully Zhong Lun Law FirmNSENT OF ZHONG LUN LAW FIRM. a12-22243_1ex15d2.htm 15 EX-15.2] [Consent of iResearchnsulting April2, 2013 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing The Peoples Republic of China Ladies and Gentlemen: iResearchnsulting herebynsents to references to its name in the annual report on Form20-F of Jiayuan.com International (thempany) for the fiscal year ended December31, 2012 (together with any amendments thereto, the Annual] [Our ref JUH/660390-000001/6008651v1 Direct tel +852 3690-7431 E-mail juno.huang@maplesandcalder.com Jiayuan.com International Room1005, 10 th Floor, ChangXin Plaza No.39 An Ding Road Chao Yang District Beijing, China 29 April2013 Dear Sir Jiayuan.com International (thempany)mpany Form20-F We have acted legalvisers to the laws of theyman Islands to Jiayuan.com International an exempted limited liabilitympanyorporated in theyman Islands (the]
[FORM20-F (Mark One) o OR x OR o OR ote of event requiring this shellmpany report . . . . . . . . . . . . . . . . . . . For the transition period from to Jiayuan.com International Not Applicableyman Islands (Jurisdiction oforporation or organization)] [JIAYUAN.COM INTERNATIONAL 2007 SHAREENTIVE PLAN RESTRICTED SHARES AWARDREEMENT Number of Restricted Shares Being Awarded Purchase Price per Share (if applicable) Not applicable. Awardte , 20 . Vesting 25% 75% The Award shall become vested to Accelerated Vesting The Participant will become 100% vested in this Award upon the first to occur of (i)a Change inntrol] [Confidential EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT By and between BEIJING AIZHENXIN INFORMATION TECHNOLOGYLTD. A nd BEIJING MIYUAN I NFORMATION TECHNOLOGYLTD. August13 , 20 12 EXCLUSIVE TECHNOLOGY LICENSE AND SERVICESREEMENT Registereddress: Room302, Building No.3, 6 Yangfangdian Road, Haidian District, Beijing Legal representative: Yu ZHANG (B) BEIJING MIYUAN INFORMATION TECHNOLOGY] [Confidential EXCLUSIVE PURCHASE OPTIONREEMENT Regarding BEIJING AIZHENXIN INFORMATION TECHNOLOGYLTD. By and among TAO LU HUI SONG YU ZHANG BEIJING MIYUAN INFORMATION TECHNOLOGYLTD. And BEIJING AIZHENXIN INFORMATION TECHNOLOGYLTD. August13, 2012 EXCLUSIVE PURCHASE OPTIONREEMENTreement China This EXCLUSIVE PURCHASE OPTIONREEMENT (this 1. TAO LU , a citizen of China (Chinese ID No.: 110106197104281814);] [Confidential SHAREHOLDERS VOTING RIGHTS ENTRUSTMENTREEMENT Regarding BEIJING AIZHENXIN INFORMATION TECHNOLOGYLTD. By and among BEIJING MIYUAN INFORMATION TECHNOLOGYLTD. BEIJING AIZHENXIN INFORMATION TECHNOLOGYLTD. TAO LU HUI SONG And YU ZHANG August13, 2012 SHAREHOLDERS VOTING RIGHTS ENTRUSTMENTREEMENTreement China This SHAREHOLDERS VOTING RIGHTS ENTRUSTMENTREEMENT (the (1) BEIJING MIYUAN INFORMATION TECHNOLOGYLTD.] [Confidential EQUITY PLEDGEREEMENT Regarding BEIJING AIZHENXIN INFORMATION TECHNOLOGYLTD. By and among TAO LU HUI SONG YU ZHANG And BEIJING MIYUAN INFORMATION TECHNOLOGYLTD. August13, 2012 EQUITY PLEDGEREEMENTreement China This EQUITY PLEDGEREEMENT (this TAO LU (1) (2) HUI SONG , a citizen of China YU ZHANG] [Confidential LOANREEMENT By and among TAO LU HUI SONG YU ZHANG And BEIJING MIYUAN INFORMATION TECHNOLOGYLTD. [], 2012 LOANREEMENTreement This LOANREEMENT (this 1. TAO LU , a citizen of China (Chinese ID No.: 110106197104281814); 2. HUI SONG , a citizen of China (Chinese ID No.: 110103197906080933);] [Contract for Retainingecialnsultant Thisntract is made by both parties below in Beijing of December24, 2012 (Effectivete). Party A: Shanghai Huaqianshu Information TechnologyLtd.dress: Room1005, Changxin Building, No.39 Anding Road, Chaoyang District, Beijing Party B: Ms.Gong Haiyan In accordance with related national laws and regulations andhering to the principle of mutual benefit andmmon development, Party A and] [As of March31, 2013 Wholly-Owned Subsidiaries 1. Harperpital a British Virgin Islandsmpany 2. Jiayuan Hong Kongrporation Limited, a Hong Kongmpany 3. Miyuan (Shanghai) Information TechnologyLtd., ampany 4. Beijing Miyuan Information TechnologyLtd., ampany 5. Shanghai Huaqianshu Information TechnologyLtd., ampany] [Certification by the Chief Executive Officer I, Linguang Wu, certify that: 1. I have reviewed this annual report on Form20-F of Jiayuan.com International (thempany); 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] [Certification by the Chief Financial Officer I, Shang-Hsiu Koo, certify that: 1. I have reviewed this annual report on Form20-F of Jiayuan.com International (thempany); 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] [Certification by the Chief Executive Officer (2)The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Linguang Wu Chief Executive Officer a12-22243_1ex13d1.htm 12 EX-13.1] [Certification by the Chief Financial Officer (2)The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Shang-Hsiu Koo Chief Financial Officer a12-22243_1ex13d2.htm 13 EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We herebynsent to theorporation by reference in the Registration Statement on FormS-8 (No.333-184079) of Jiayuan.com International of our reportted April29, 2013 relating to the financial statements and the effectiveness of internalntrol over financial reporting, which appears in this Form20-F.] [[ZHONG LUN LAW FIRM LETTERHEAD] April29, 2013 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing 100029 Peoples Republic of China Ladies and Gentlemen: Yours faithfully Zhong Lun Law FirmNSENT OF ZHONG LUN LAW FIRM. a12-22243_1ex15d2.htm 15 EX-15.2] [Consent of iResearchnsulting April2, 2013 Jiayuan.com International Room1005, Changxin Building No.39 Anding Road Chaoyang District, Beijing The Peoples Republic of China Ladies and Gentlemen: iResearchnsulting herebynsents to references to its name in the annual report on Form20-F of Jiayuan.com International (thempany) for the fiscal year ended December31, 2012 (together with any amendments thereto, the Annual] [Our ref JUH/660390-000001/6008651v1 Direct tel +852 3690-7431 E-mail juno.huang@maplesandcalder.com Jiayuan.com International Room1005, 10 th Floor, ChangXin Plaza No.39 An Ding Road Chao Yang District Beijing, China 29 April2013 Dear Sir Jiayuan.com International (thempany)mpany Form20-F We have acted legalvisers to the laws of theyman Islands to Jiayuan.com International an exempted limited liabilitympanyorporated in theyman Islands (the]
[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 Peoples 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 Peoples 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 Peoples Republic of China April 26, 2013 EX-15.3 10 d465806dex153.htm EX-15.3]
[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 Peoples 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 Peoples 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 Peoples Republic of China April 26, 2013 EX-15.3 10 d465806dex153.htm EX-15.3]
[Bitauto Filed its Annual Report on Form 20-F About Bitauto Holdings Limited Bitauto Holdings Limited (NYSE: BITA) is a leading provider of Internet content and marketing services for Chinas fast-growing automotive industry. Bitauto manages its businesses in four segments: the bitauto.com advertising business, the EP platform business, the taoche.com business, and the digital marketing solutions business. The Companys bitauto.com advertising] [Bitauto Holdings Limited Bin Li Chairman of the Board of Directors and Chief Executive Officer 2 3 6-K 1 d528374d6k.htm FORM 6-K]