BABA [Alibaba] F-4/A: (Original Filing)

[Amendment No. 2 to Under Alibaba Group Holding Limited Cayman Islands 5961 Not Applicable c/o Alibaba Group Services Limited Corporation Service Company (Name, address and telephone number of agent for service) Copies of communications to: Leiming Chen, Esq. William H. Hinman, Jr., Esq. Approximate date of commencement of proposed sale to the public: o o] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-4 of Alibaba Group Holding Limited of our report dated June 25, 2015 relating to the financial statements of Alibaba Group Holding Limited, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts”] [QuickLinks -- Click here to rapidly navigate through this document ALIBABA GROUP HOLDING LIMITED FORM OF LETTER OF TRANSMITTAL Offer to Exchange Any and All Outstanding For an Equal Principal Amount of The Registered Exchange Offer and Withdrawal Period Will Expire at 5:00 PM, New York City Time, on , 2015, Unless Extended (the "Expiration Date") The Exchange Agent (the] [QuickLinks -- Click here to rapidly navigate through this document FORM OF NOTICE OF GUARANTEED DELIVERY for Tender of Outstanding of Alibaba Group Holding Limited As set forth in the Exchange Offer (as defined below), this Notice of Guaranteed Delivery (or a facsimile hereof) or one substantially equivalent hereto or the electronic form used by The Depository Trust Company ("DTC")] [QuickLinks -- Click here to rapidly navigate through this document Alibaba Group Holding Limited OFFER TO EXCHANGE ALL OUTSTANDING Floating Rate Senior Notes due 2017 For an Equal Principal Amount of , 2015 To Brokers, Dealers, Commercial Banks, The Exchange Offer provides a procedure for holders to tender the Outstanding Notes by means of guaranteed delivery. Your prompt action is] [QuickLinks -- Click here to rapidly navigate through this document Alibaba Group Holding Limited OFFER TO EXCHANGE ALL OUTSTANDING Floating Rate Senior Notes due 2017 For an Equal Principal Amount of To Our Clients: We request information as to whether you wish us to exchange any or all of the Outstanding Notes held by us for your account upon the]

By | 2016-03-17T18:45:11+00:00 October 23rd, 2015|Categories: BABA, Chinese Stocks, SEC Original|Tags: , , , , , |0 Comments
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BABA [Alibaba] F-4/A: Amendment No. 2 to Under Alibaba Group Holding

[Amendment No. 2 to Under Alibaba Group Holding Limited Cayman Islands 5961 Not Applicable c/o Alibaba Group Services Limited Corporation Service Company (Name, address and telephone number of agent for service) Copies of communications to: Leiming Chen, Esq. William H. Hinman, Jr., Esq. Approximate date of commencement of proposed sale to the public: o o] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-4 of Alibaba Group Holding Limited of our report dated June 25, 2015 relating to the financial statements of Alibaba Group Holding Limited, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts”] [QuickLinks -- Click here to rapidly navigate through this document ALIBABA GROUP HOLDING LIMITED FORM OF LETTER OF TRANSMITTAL Offer to Exchange Any and All Outstanding For an Equal Principal Amount of The Registered Exchange Offer and Withdrawal Period Will Expire at 5:00 PM, New York City Time, on , 2015, Unless Extended (the "Expiration Date") The Exchange Agent (the] [QuickLinks -- Click here to rapidly navigate through this document FORM OF NOTICE OF GUARANTEED DELIVERY for Tender of Outstanding of Alibaba Group Holding Limited As set forth in the Exchange Offer (as defined below), this Notice of Guaranteed Delivery (or a facsimile hereof) or one substantially equivalent hereto or the electronic form used by The Depository Trust Company ("DTC")] [QuickLinks -- Click here to rapidly navigate through this document Alibaba Group Holding Limited OFFER TO EXCHANGE ALL OUTSTANDING Floating Rate Senior Notes due 2017 For an Equal Principal Amount of , 2015 To Brokers, Dealers, Commercial Banks, The Exchange Offer provides a procedure for holders to tender the Outstanding Notes by means of guaranteed delivery. Your prompt action is] [QuickLinks -- Click here to rapidly navigate through this document Alibaba Group Holding Limited OFFER TO EXCHANGE ALL OUTSTANDING Floating Rate Senior Notes due 2017 For an Equal Principal Amount of To Our Clients: We request information as to whether you wish us to exchange any or all of the Outstanding Notes held by us for your account upon the]

By | 2016-03-17T18:46:40+00:00 October 23rd, 2015|Categories: BABA, Chinese Stocks, Webplus ver|Tags: , , , , , |0 Comments
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BABA [Alibaba] F-4/A: Amendment No. 1 to Under Alibaba Group Holding

[Amendment No. 1 to Under Alibaba Group Holding Limited Cayman Islands 5961 Not Applicable c/o Alibaba Group Services Limited Corporation Service Company (Name, address and telephone number of agent for service) Copies of communications to: Leiming Chen, Esq. William H. Hinman, Jr., Esq. Approximate date of commencement of proposed sale to the public: o o CALCULATION OF REGISTRATION FEE Title] [SIMPSON THACHER & BARTLETT ICBC TOWER, 35TH FLOOR 3 GARDEN ROAD HONG KONG (852) 2514-7600 FACSIMILE (852) 2869-7694 DIRECT DIAL NUMBER E-MAIL ADDRESS October 2, 2015 Alibaba Group Holding Limited Ladies and Gentlemen: Leiming Chen Daniel Fertig Adam C. Furber Anthony D. King Celia C.L. Lam Chris K.H. Lin Jin Hyuk Park Kathryn King Sudol Christopher K.S. Wong Resident Partners] [Our ref RDS/604743-000023/8493081v2 Direct tel +852 2971 3046 Email richard.spooner@maplesandcalder.com Alibaba Group Holding Limited 26/F Tower One, Times Square 1 Matheson Street Causeway Bay Hong Kong 2 October 2015 Dear Sirs Alibaba Group Holding Limited We have acted as Cayman Islands legal advisers to Company Registration Statement Notes 1 Documents Reviewed For the purposes of this opinion, we have reviewed] [SHARE SUBSCRIPTION AGREEMENT between Suning Commerce Group Co., Ltd. and Taobao (China) Software Co., Ltd. Table of Contents RECITALS: 2 ARTICLE I DEFINITIONS 2 ARTICLE II PRIVATE PLACEMENT AND SHARE SUBSCRIPTION 8 ARTICLE III PAYMENT OF SHARE SUBSCRIPTION PRICE AND COMPLETION OF NEW SHARES ISSUANCE 9 ARTICLE IV] [INVESTMENT AGREEMENT dated as of by and between ALIBABA GROUP HOLDING LIMITED and SUNING COMMERCE GROUP CO., LTD. TABLE OF CONTENTS Page ARTICLE IDEFINITIONS AND INTERPRETATION 1 Section 1.01 Definitions 1 Section 1.02 Interpretation and Rules of Construction 7 ARTICLE IIPURCHASE AND SALE OF SECURITIES 7 Section 2.01 Purchase of Issued Shares 7 Section 2.02 Determination of Number of Issued] [Execution Version SHARE SUBSCRIPTION AGREEMENT BETWEEN ALIBABA GROUP HOLDING LIMITED AND 浙江蚂蚁小微金融服务集团有限公司 (ZHEJIANG ANT SMALL AND MICRO FINANCIAL SERVICES GROUP CO., LTD.) TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 2 1.1. Defined Terms 2 1.2. Cross-Reference of Other Definitions 6 1.3. Certain Rules of Construction 7] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-4 of Alibaba Group Holding Limited of our report dated June 25, 2015 relating to the financial statements of Alibaba Group Holding Limited, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts”] [THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-5160382 (Jurisdiction of incorporation (I.R.S. employer if not a U.S. national bank) identification no.) One Wall Street, New York, N.Y. 10286 (Zip code) ALIBABA GROUP HOLDING LIMITED (Exact name of obligor as specified in its charter) Cayman Islands Not Applicable (State or other] [FANGDA PARTNERS 上海 Shanghai ·北京 Beijing ·深圳 Shenzhen ·香港 Hong Kong http://www.fangdalaw.com 上海市南京西路 号 电子邮件 E-mail: email@fangdalaw.com 恒隆广场 期 楼 电 话 Tel.: 86-21-2208-1166 邮政编码： 传 真 Fax: 86-21-5298-5599 文 号 Ref.: 15GC0086 32/F, Plaza 66 Tower 1 1266 Nan Jing West Road Shanghai 200040, PRC Alibaba Group Holding Limited To: October 2, 2015 Re: Legal Opinion on Certain PRC]

By | 2016-03-17T19:09:49+00:00 October 2nd, 2015|Categories: BABA, Chinese Stocks, Webplus ver|Tags: , , , , , |0 Comments
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YOKU [YOUKU TUDOU] F-4/A:

[] [[LETTERHEAD OF SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP] July 17, 2012 Youku, Inc. 11/F, SinoSteel Plaza Re: Ladies and Gentlemen: We have acted as special U.S. counsel to Youku, Inc. Youku Agreement , an exempted company with limited liability incorporated under the laws of the Cayman Islands (“ Youku Tudou Merger Sub Registration Statement Commission Securities Act , Tudou] [Consent of Independent Registered Public Accounting Firm Beijing, People’s Republic of China July 17, 2012 EX-23.1 3 a2210255zex-23_1.htm EX-23.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-4 of Youku Inc. of our report dated March 30, 2012 relating to the consolidated financial statements of Tudou Holdings Limited, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” PricewaterhouseCoopers Zhong] [Consent of Morgan Stanley Asia Limited Securities Act MORGAN STANLEY ASIA LIMITED Samuel S. Kim Hong Kong July 17, 2012 EX-99.2 5 a2210255zex-99_2.htm EX-99.2]

By | 2016-03-29T13:49:35+00:00 July 17th, 2012|Categories: Chinese Stocks, Webplus ver, YOKU|Tags: , , , , , |0 Comments
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YOKU [YOUKU TUDOU] F-4/A: (Original Filing)

[] [[LETTERHEAD OF SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP] July 17, 2012 Youku, Inc. 11/F, SinoSteel Plaza Re: Ladies and Gentlemen: We have acted as special U.S. counsel to Youku, Inc. Youku Agreement , an exempted company with limited liability incorporated under the laws of the Cayman Islands (“ Youku Tudou Merger Sub Registration Statement Commission Securities Act , Tudou] [Consent of Independent Registered Public Accounting Firm Beijing, People’s Republic of China July 17, 2012 EX-23.1 3 a2210255zex-23_1.htm EX-23.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-4 of Youku Inc. of our report dated March 30, 2012 relating to the consolidated financial statements of Tudou Holdings Limited, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” PricewaterhouseCoopers Zhong] [Consent of Morgan Stanley Asia Limited Securities Act MORGAN STANLEY ASIA LIMITED Samuel S. Kim Hong Kong July 17, 2012 EX-99.2 5 a2210255zex-99_2.htm EX-99.2]

By | 2016-03-29T13:48:47+00:00 July 17th, 2012|Categories: Chinese Stocks, SEC Original, YOKU|Tags: , , , , , |0 Comments
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YOKU [YOUKU TUDOU] F-4/A: (Original Filing)

[] [Consent of Independent Registered Public Accounting Firm Beijing, People’s Republic of China July 13, 2012 EX-23.1 2 a2210220zex-23_1.htm EX-23.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-4 of Youku Inc. of our report dated March 30, 2012 relating to the consolidated financial statements of Tudou Holdings Limited, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” PricewaterhouseCoopers Zhong] [Consent of Morgan Stanley Asia Limited Securities Act MORGAN STANLEY ASIA LIMITED Hong Kong July 13, 2012 EX-99.2 4 a2208921zex-99_2.htm EX-99.2]

By | 2016-03-29T13:59:48+00:00 July 13th, 2012|Categories: Chinese Stocks, SEC Original, YOKU|Tags: , , , , , |0 Comments
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YOKU [YOUKU TUDOU] F-4/A:

[] [Consent of Independent Registered Public Accounting Firm Beijing, People’s Republic of China July 13, 2012 EX-23.1 2 a2210220zex-23_1.htm EX-23.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-4 of Youku Inc. of our report dated March 30, 2012 relating to the consolidated financial statements of Tudou Holdings Limited, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” PricewaterhouseCoopers Zhong] [Consent of Morgan Stanley Asia Limited Securities Act MORGAN STANLEY ASIA LIMITED Hong Kong July 13, 2012 EX-99.2 4 a2208921zex-99_2.htm EX-99.2]

By | 2016-03-29T14:00:47+00:00 July 13th, 2012|Categories: Chinese Stocks, Webplus ver, YOKU|Tags: , , , , , |0 Comments
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CNIT [China Information Technology] F-4/A: (Original Filing)

[Registration No. 333-182247 ____________________________ AMENDMENT NO. 1 REGISTRATION STATEMENT UNDER CHINA INFORMATION TECHNOLOGY, INC. Not Applicable British Virgin Islands 7372 Not Applicable (State or Other Jurisdiction of Incorporation or (Primary Standard Industrial Classification Code (IRS Employer Identification Number) Organization) Number) 21st Floor, Everbright Bank Building Zhuzilin, Futian District Shenzhen, Guangdong 518040 People’s Republic of China (+86) 755 -8370-8333 ____________________________ Corporation] [Our ref MAE/673333/11491288v3 China Information Technology, Inc. July 12, 2012 Dear Sirs China Information Technology, Inc. (the "Company") Registration Statement Commission US Securities Act Shares Merger Agreement We have acted as counsel as to British Virgin Islands law to the Company, a company incorporated in the British Virgin Islands, and have been requested to render this opinion in connection with] [July 13, 2012 st China Information Technology, Inc. Ladies and Gentlemen: Very truly yours,] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use in this Amendment No. 1 to the Registration Statement on Form F-4 of our reports dated March 7, 2012 and March 5, 2010 related to the consolidated financial statements of China Information Technology, Inc. and subsidiaries for the years ended December 31, 2011 and 2009. Such reports appear] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the inclusion in the Prospectus constituting a part of this Registration Statement of our report dated March 8, 2011 (except for Note 4 to the consolidated financial statements which is as of March 7, 2012), relating to the consolidated financial statements of China Information Technology, Inc. for the fiscal] [CHINA INFORMATION TECHNOLOGY, INC. st July 13, 2012 By EDGAR Transmission Mark P. Shuman Re: China Information Technology, Inc. Registration Statement on Form F-4 Filed June 21, 2012 File No. 333-182247 Dear Mr. Shuman: Company Registration Statement We hereby submit the responses of China Information Technology, Inc. (the “ Amended Registration Statement For the convenience of the Staff, enclosed are]

By | 2016-04-02T07:26:46+00:00 July 13th, 2012|Categories: Chinese Stocks, CNIT, SEC Original|Tags: , , , , , |0 Comments
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CNIT [China Information Technology] F-4/A: Registration No. 333-182247 ____________________________ AMENDMENT NO. 1 REGISTRATION

[Registration No. 333-182247 ____________________________ AMENDMENT NO. 1 REGISTRATION STATEMENT UNDER CHINA INFORMATION TECHNOLOGY, INC. Not Applicable British Virgin Islands 7372 Not Applicable (State or Other Jurisdiction of Incorporation or (Primary Standard Industrial Classification Code (IRS Employer Identification Number) Organization) Number) 21st Floor, Everbright Bank Building Zhuzilin, Futian District Shenzhen, Guangdong 518040 People’s Republic of China (+86) 755 -8370-8333 ____________________________ Corporation] [Our ref MAE/673333/11491288v3 China Information Technology, Inc. July 12, 2012 Dear Sirs China Information Technology, Inc. (the "Company") Registration Statement Commission US Securities Act Shares Merger Agreement We have acted as counsel as to British Virgin Islands law to the Company, a company incorporated in the British Virgin Islands, and have been requested to render this opinion in connection with] [July 13, 2012 st China Information Technology, Inc. Ladies and Gentlemen: Very truly yours,] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use in this Amendment No. 1 to the Registration Statement on Form F-4 of our reports dated March 7, 2012 and March 5, 2010 related to the consolidated financial statements of China Information Technology, Inc. and subsidiaries for the years ended December 31, 2011 and 2009. Such reports appear] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the inclusion in the Prospectus constituting a part of this Registration Statement of our report dated March 8, 2011 (except for Note 4 to the consolidated financial statements which is as of March 7, 2012), relating to the consolidated financial statements of China Information Technology, Inc. for the fiscal] [CHINA INFORMATION TECHNOLOGY, INC. st July 13, 2012 By EDGAR Transmission Mark P. Shuman Re: China Information Technology, Inc. Registration Statement on Form F-4 Filed June 21, 2012 File No. 333-182247 Dear Mr. Shuman: Company Registration Statement We hereby submit the responses of China Information Technology, Inc. (the “ Amended Registration Statement For the convenience of the Staff, enclosed are]

By | 2016-04-02T07:27:33+00:00 July 13th, 2012|Categories: Chinese Stocks, CNIT, Webplus ver|Tags: , , , , , |0 Comments
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YOKU [YOUKU TUDOU] F-4/A: (Original Filing)

[] [Consent of Independent Registered Public Accounting Firm Beijing, People’s Republic of China July 6, 2012 EX-23.1 2 a2208921zex-23_1.htm EX-23.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-4 of Youku Inc. of our report dated March 30, 2012 relating to the consolidated financial statements of Tudou Holdings Limited, which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” PricewaterhouseCoopers Zhong] [Consent of Morgan Stanley Asia Limited Securities Act MORGAN STANLEY ASIA LIMITED Hong Kong July 6, 2012 EX-99.2 4 a2208921zex-99_2.htm EX-99.2] [FORM OF PROXY CARD — SHAREHOLDERS ONLY YOUKU INC. FOR USE AT THE ANNUAL GENERAL MEETING (“AGM”) AND THE CLASS MEETINGS (AS DEFINED BELOW) TO BE HELD AT THE AGM TO BE HELD ON , 2012 (OR AT ANY POSTPONEMENT OR ADJOURNMENT THEREOF) THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED For use at the AGM and the] [Time Sensitive Depositary’s Notice of Shareholders’ Meeting of Youku Inc. and Class A Ordinary Shareholders Meeting ADSs: American Depositary Shares. ADS CUSIP No.: 98742U100. , 2012. Meeting Specifics: Annual General Meeting 2012 at a.m. (local time) at (the “Meeting”) and class meeting of holders of the Shares (the “Class Meeting”). Meeting Agenda: Please refer to the Company’s Notice of Annual] [Annual General Meeting Class A Ordinary Shareholders Meeting The Voting Instructions Card must be signed, completed and received at the indicated address prior to 10:00 A.M. (New York City time) on, 2012 (the “ADS Voting Instructions Deadline”) for action to be taken. 2012 VOTING INSTRUCTIONS CARD AMERICAN DEPOSITARY SHARES Youku Inc. (the “Company”) ADS CUSIP No.: 98742U100. , 2012. Meeting]

By | 2016-03-29T14:06:15+00:00 July 6th, 2012|Categories: Chinese Stocks, SEC Original, YOKU|Tags: , , , , , |0 Comments
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