[FORM 20-F (Mark One) OR x For the fiscal year ended December31, 2005 OR For the transition period from OR NETEASE.COM, INC. N/A Cayman Islands (Jurisdiction of incorporation or organization) 26/F, SP Tower D Tsinghua Science Park Building 8 No.1 Zhongguancun East Road, Haidian District Beijing 100084, Peoples Republic of China], [Second Addendum to Employment Agreement Employer: NetEase.com, Inc. Employee: William Ding Employee: /s/ William Ding William Ding Employer: NetEase.com, Inc. /s/ Denny Lee Denny Lee Chief Financial Officer ADDENDUM TO EMPLOYMENT AGREEMENT dex43.htm 2 EX-4.3], [EMPLOYMENT AGREEMENT By and Between Zhan Zhonghui And NETEASE.COM, INC. Dated as of May17, 2006 THIS EMPLOYMENT AGREEMENT (Agreement) is made and entered into this 17 th of May 2006 by and between Zhan Zhonghui (the Employee) and NETEASE.COM, INC. (the Company) BACKGROUND WHEREAS the Company (a Cayman Islands company) desires to employ Employee in], [BEIJING TORCH INNOVATION TECHNOLOGY DEVELOPMENT CO., LTD. TENANCY AGREEMENT BEIJING TORCH INNOVATION TECHNOLOGY DEVELOPMENT CO., LTD. TENANCY AGREEMENT Landlord (hereinafter referred to as Party A): Beijing Torch Innovation Technology Development Co., Ltd. Business Licence No.: 1101082678756 Tenant (hereinafter referred to as Party B): NetEase Information Technology (Beijing) Co., Ltd. Business Licence No.: Qi Du Jing], [SUBSIDIARIES OF NETEASE.COM, INC. Subsidiary Jurisdiction of Organization Ownership NetEase Information Technology (Beijing) Co., Ltd. Peoples Republic of China 100 % NetEase Interactive Entertainment Ltd. British Virgin Islands 100 % Guangzhou Boguan Telecommunication Technology Limited Peoples Republic of China 100 % Guangzhou NetEase Interactive Entertainment Ltd. Peoples Republic of China 100], [CERTIFICATION I, William Ding, Chief Executive Officer of NetEase.com, Inc., certify that: 1. I have reviewed this annual report on Form 20-F of NetEase.com, Inc.; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements], [CERTIFICATION I, Denny Lee, Chief Financial Officer of NetEase.com, Inc., certify that: 1. I have reviewed this annual report on Form 20-F of NetEase.com, Inc.; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements], [906 Certification 450 Fifth Street, N.W Ladies and Gentlemen: 2. the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company at the dates and for the periods indicated. /s/ William Ding Name: William Ding Title: Chief Executive Officer CERTIFICATION OF CEO REQUIRED BY], [906 Certification 450 Fifth Street, N.W Ladies and Gentlemen: 2. the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company at the dates and for the periods indicated. /s/ Denny Lee Name: Denny Lee Title: Chief Financial Officer CERTIFICATION OF CFO REQUIRED BY], [[PricewaterhouseCoopers Letterhead] CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference of our report dated June26, 2006, which appears in NetEase.com, Inc.s Annual Report on Form 20-F for the year ended December31, 2005, in the Registration Statement on Form S-8 (No. 333-100069). PricewaterhouseCoopers Zhong Tian CPAs Limited Company], [[Letterhead of Maples and Calder] June 29, 2006 NetEase.com, Inc. 26/F, SP Tower D Tsinghua Science Park Building 8 No.1 Zhongguancun East Road Haidian District, Beijing 100084, Peoples Republic of China Dear Sirs Re: NetEase.com, Inc. Company We have acted as legal advisors as to the laws of the Cayman Islands to NetEase.com. Inc., an], [Commerce& Finance Law Offices 6F NCI Tower, A12 Jianguomenwai Avenue Chaoyang District, Beijing, 100022, P.R. China Telephone Numbers: (8610)65693399 Facsimile Numbers: (8610)65693838, 65693836, 65693837, 65693839 E-mail Add: beijing@tongshang.com Website: www.tongshang.com.cn June 29, 2006 NetEase.com, Inc. 26/F, SP Tower D Tsinghua Science Park Building 8 No.1 Zhongguancun East Road Haidian District, Beijing 100084, Peoples Republic of]