[¨ ¨ CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered (2)(3) Amount to be (3) Proposed maximum (2)(3) Proposed maximum Amount of registration (1)(2) Class A ordinary Shares, par value US$0.01 per share 12,903,000 US$7.25 US$93,546,750 (4) US$12,049 (1) American depositary shares issuable upon deposit of the Class A ordinary shares registered hereby will be] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Amendment No. 4 to Registration Statement No. 333-195696 on Form F-1 of Zhaopin Limited of our report dated February 21, 2014, relating to the consolidated financial statements of Zhaopin Limited, which appears in such Registration Statement. We also consent to the reference to us under]

[¨ ¨ CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered (2)(3) Amount to be (3) Proposed maximum (2)(3) Proposed maximum Amount of registration (1)(2) Class A ordinary Shares, par value US$0.01 per share 12,903,000 US$7.25 US$93,546,750 (4) US$12,049 (1) American depositary shares issuable upon deposit of the Class A ordinary shares registered hereby will be] [EX-4.1 2 d653603dex41.htm EX-4.1] [Our ref SMC/653331-000001/23555895v7 Zhaopin Limited c/o Maples Corporate Services Limited PO Box 309, Ugland House Grand Cayman KY1-1104 Cayman Islands 2 June 2014 Dear Sirs Zhaopin Limited Company Registration Statement Form F-1 Commission Act IPO Shares Underwriting Agreement 1 Documents Reviewed We have reviewed originals, copies, drafts or conformed copies of the following documents: 1.1 Current Articles Post-IPO Articles The] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Amendment No. 2 to Registration Statement No. 333-195696 on Form F-1 of Zhaopin Limited of our report dated February 21, 2014, relating to the consolidated financial statements of Zhaopin Limited, which appears in such Registration Statement. We also consent to the reference to us under]

[CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered (2)(3) Proposed maximum aggregate Amount of registration fee (1)(2) Class A ordinary Shares, par value US$0.01 per share US$100,000,000 (4) US$12,880 (1) American depositary shares issuable upon deposit of the Class A ordinary shares registered hereby will be registered under a separate registration statement on Form F-6] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Amendment No. 1 to Registration Statement No. 333-195696 on Form F-1 of Zhaopin Limited of our report dated February 21, 2014, relating to the consolidated financial statements of Zhaopin Limited, which appears in such Registration Statement. We also consent to the reference to us under] [ZHAOPIN LIMITED CODE OF BUSINESS CONDUCT AND ETHICS (Adopted by the Pricing Committee the Board of Directors of Zhaopin Limited on May 14, 2014, effective upon the effectiveness of the Company’s Registration Statement on Form F-1 relating to the Company’s initial public offering) I. PURPOSE Code Company This Code of Business Conduct and Ethics (the “ This Code is designed]