[E-Commerce China Dangdang Inc. Files Its Annual Report on Form 20-F The Company will provide a hard copy of its annual report containing the audited consolidated financial statements, free of charge, to its shareholders and ADS holders upon request. Requests should be directed to Sophia Zhou, Investor Relations Director, E-Commerce China Dangdang Inc., 21/F, Jing An Center, No. 8 North] []
[Indicate the number of outstanding shares of each of the Issuer's classes of capital or common stock as of the close of the period covered by the annual report. 279,557,750 Class A common shares 279,557,750 Class A common shares, par value US$0.0001 per share, and 131,876,660 Class B common shares, par value US$0.0001 per share, as of December 31, 2013.] [Supplementary Agreement to the Amended and Restated Loan Agreement Borrower *** *** Guoqing LI, ID Card No.: Borrowers (Peggy Yu YU and Guoqing LI collectively as " Lender Original Agreement On August 1, 2013, Borrower and Lender reach a supplementary agreement to the Amended and Restated Loan Agreement (" 1. The first sub-section of the recital (i.e. Whereas (1)) of] [Supplementary Agreement to the Amended and Restated Exclusive Call Option Agreement Party A: Beijing Dangdang Information Technology Co., Ltd. Party B: Peggy Yu Yu Party C: Guoqing Li (Party A, Party B and Party C are hereinafter referred to collectively as the “Parties,” and each as a “Party.”) With respect to the Amended and Restated Exclusive Call Option Agreement entered] [Supplementary Agreement to the Amended and Restated Equity Pledge Agreement Pledgee Pledgor *** *** Pledgors (Peggy Yu YU and Guoqing LI collectively as " st On 1 1. The third sub-section of the recital (i.e. Whereas (3)) of Original Agreement modified as: Loan Agreement th (3) For the Pledgee's business operations and commercial arrangements, as well as the establishment and] [List of Consolidated Entities of E-Commerce China Dangdang Inc.* Name Jurisdiction of incorporation Beijing Dangdang Information Technology Co., Ltd. PRC Wholly-owned subsidiary Wuxi Dangdang Information Technology Co., Ltd. PRC Subsidiary 99% owned by Beijing Dangdang Information Technology Co., Ltd. and 1% owned by Peggy Yu Yu and Guoqing Li through Beijing Dangdang Kewen E-Commerce Co., Ltd. Beijing Dangdang Kewen E-Commerce] [I, Guoqing Li, certify that: 1. I have reviewed this annual report on Form 20-F of E-Commerce China Dangdang 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] [Certification by the Principal Financial Officer I, Peggy Yu Yu, certify that: 1. I have reviewed this annual report on Form 20-F of E-Commerce China Dangdang 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] [(1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.] [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.] [CONSENT OF INDEPENDENT REGISERED PUBLIC ACCOUNTING FIRM Beijing, the People’s Republic of China April 9, 2014] [Consent of Jun He Law Offices April 8, 2014 E-Commerce China Dangdang Inc. 21/F, Jing An Center No.8 North Third Ring Road East Chaoyang District, Beijing 100028 The People’s Republic of China Dear Sir or Madam, We hereby consent to the references to us by E-Commerce China Dangdang Inc. (“the Company”) under the headings “Risks Relating to Our Corporate Structure]
[Indicate the number of outstanding shares of each of the Issuer's classes of capital or common stock as of the close of the period covered by the annual report. 279,557,750 Class A common shares 279,557,750 Class A common shares, par value US$0.0001 per share, and 131,876,660 Class B common shares, par value US$0.0001 per share, as of December 31, 2013.] [Supplementary Agreement to the Amended and Restated Loan Agreement Borrower *** *** Guoqing LI, ID Card No.: Borrowers (Peggy Yu YU and Guoqing LI collectively as " Lender Original Agreement On August 1, 2013, Borrower and Lender reach a supplementary agreement to the Amended and Restated Loan Agreement (" 1. The first sub-section of the recital (i.e. Whereas (1)) of] [Supplementary Agreement to the Amended and Restated Exclusive Call Option Agreement Party A: Beijing Dangdang Information Technology Co., Ltd. Party B: Peggy Yu Yu Party C: Guoqing Li (Party A, Party B and Party C are hereinafter referred to collectively as the “Parties,” and each as a “Party.”) With respect to the Amended and Restated Exclusive Call Option Agreement entered] [Supplementary Agreement to the Amended and Restated Equity Pledge Agreement Pledgee Pledgor *** *** Pledgors (Peggy Yu YU and Guoqing LI collectively as " st On 1 1. The third sub-section of the recital (i.e. Whereas (3)) of Original Agreement modified as: Loan Agreement th (3) For the Pledgee's business operations and commercial arrangements, as well as the establishment and] [List of Consolidated Entities of E-Commerce China Dangdang Inc.* Name Jurisdiction of incorporation Beijing Dangdang Information Technology Co., Ltd. PRC Wholly-owned subsidiary Wuxi Dangdang Information Technology Co., Ltd. PRC Subsidiary 99% owned by Beijing Dangdang Information Technology Co., Ltd. and 1% owned by Peggy Yu Yu and Guoqing Li through Beijing Dangdang Kewen E-Commerce Co., Ltd. Beijing Dangdang Kewen E-Commerce] [I, Guoqing Li, certify that: 1. I have reviewed this annual report on Form 20-F of E-Commerce China Dangdang 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] [Certification by the Principal Financial Officer I, Peggy Yu Yu, certify that: 1. I have reviewed this annual report on Form 20-F of E-Commerce China Dangdang 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] [(1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.] [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.] [CONSENT OF INDEPENDENT REGISERED PUBLIC ACCOUNTING FIRM Beijing, the People’s Republic of China April 9, 2014] [Consent of Jun He Law Offices April 8, 2014 E-Commerce China Dangdang Inc. 21/F, Jing An Center No.8 North Third Ring Road East Chaoyang District, Beijing 100028 The People’s Republic of China Dear Sir or Madam, We hereby consent to the references to us by E-Commerce China Dangdang Inc. (“the Company”) under the headings “Risks Relating to Our Corporate Structure]
[Subject to Completion Dated , 2014. American Depositary Shares Jumei International Holding Limited Representing Class A Ordinary Shares This is an initial public offering of American depositary shares, or ADSs, of Jumei International Holding Limited, or Jumei. Jumei is offering ADSs. [The selling shareholders identified in this prospectus are offering an aggregate additional ADSs.] Each ADS represents of our Class] [THE COMPANIES LAW (2010 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF JUMEI INTERNATIONAL HOLDING LIMITED (Adopted by Special Resolution on November 18, 2011) 1. The name of the Company is Jumei International Holding Limited. 2. th The Registered Office of the Company shall be at P.O. Box 613, 4 3. The] [JUMEI INTERNATIONAL HOLDING LIMITED SHAREHOLDERS AGREEMENT November 18, 2011 TABLE OF CONTENTS 1. DEFINITIONS 2 2. INFORMATION RIGHTS, INSPECTION RIGHTS AND BOARD REPRESENTATION 7 2.1 Information Rights and Inspection Rights 7 2.2 Board of Directors 9 3. REGISTRATION RIGHTS 10 3.1 Applicability of Rights 10 3.2 Definitions 10 3.3 Demand Registration 12 3.4 Piggyback Registrations 13] [THIS AMENDMENT TO SHAREHOLDERS AGREEMENT Amendment Company (1) Jumei International Holding Limited, an exempted company duly incorporated and validly existing under the Laws of the Cayman Islands with its registered address at P.O. Box 613, 4th Floor Harbour Centre, George Town, Grand Cayman KY1-1107, Cayman Islands (the Required Investors (2) K2 Partners L.P., Sequoia Capital China II L.P., Sequoia] [Our ref SSY/688757-000001/6901008v1 Direct tel +852 3690 7498 Email sophie.yu@maplesandcalder.com Jumei International Holding Limited 20th Floor, Tower B, Zhonghui Plaza 11 Dongzhimen South Road, Dongcheng District Beijing 100007 The Peoples Republic of China [ ] 2014 Dear Sirs Jumei International Holding Limited Company Registration Statement Commission Offering ADSs Shares We have acted as Cayman Islands legal advisers to Jumei International] [SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 300 SOUTH GRAND AVENUE FIRM/AFFILIATE LOS ANGELES, CALIFORNIA 90071-3144 OFFICES TEL: (213) 687-5000 BOSTON FAX: (213) 687-5600 CHICAGO www.skadden.com HOUSTON NEW YORK PALO ALTO SAN FRANCISCO WASHINGTON, D.C. WILMINGTON BEIJING BRUSSELS FRANKFURT [ ] HONG KONG LONDON MOSCOW MUNICH PARIS SÃO PAULO SHANGHAI SINGAPORE] [JUMEI INTERNATIONAL HOLDING LIMITED 2011 GLOBAL SHARE PLAN Purposes of the Plan 1. Definitions 2. Acquisition Date (a) Administrator (b) Applicable Law (c) Award (d) Award Agreement (e) Board (f) Change in Control (g) (i) any person (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becomes the] [List of Subsidiaries and Consolidated Affiliated Entities of Jumei International Holding Limited Place of Incorporation Subsidiaries Jumei Hongkong Limited Hong Kong Shanghai Paddy Commerce and Trade Co., Ltd. PRC Chengdu Jumei Youpin Science and Technology Co., Ltd. PRC Tianjin Cycil Information Technology Co., Ltd. PRC Tianjin Darren Trading Co., Ltd. PRC Beijing Silvia Technology Service Co., Ltd. PRC Consolidated Affiliated] [Jumei International Holding Limited March [__], 2014 Re: Legal Opinion on Certain PRC Law Matters Dear Sirs, PRC We are lawyers qualified in the Peoples Republic of China (the Company Registration Statement SEC Offering ADSs We have acted as PRC legal counsel to Jumei International Holding Limited (the Appendix A VIE Agreements Documents In so acting, we have]
