[Title of each class Name of each exchange on which registered None None American Depositary Shares, each representing 5 ordinary shares* _______________________________________________________ None 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: 118,098,018 ordinary shares. o þ o þ þ] [Dated on: March 30, 2015 iSTAR Capital International Co. Limited (“iSTAR Capital International”) and iSTAR Management Limited (“iSTAR Management”) and Tianfeng Securities Co., Ltd. (“Buyer”) and Beijing Fuhua Innovation & Technology Development Co., Ltd. (“Guarantor”) Agreement for Sale of 100% Equities of iSTAR International Futures Co. Limited and 100% Equities of iSTAR International Wealth Management Co. Limited Contents 1. Definitions] [Dated on: April 9, 2015 iSTAR Capital International Co. Limited (“iSTAR Capital International”) and iSTAR Management Limited (“iSTAR Management”) and Tianfeng Securities Co., Ltd. (“Buyer”) and Beijing Fuhua Innovation & Technology Development Co., Ltd. (“Guarantor”) 100% Equities of iSTAR International Futures Co. Limited and Agreement for Sale of 100% Equities of Supplement (1) This Agreement dated on April 9, 2015] [Dated on: September 28, 2015 iSTAR Capital International Co. Limited (“iSTAR Capital International”) and iSTAR Management Limited (“iSTAR Management”) and Tianfeng Securities Co., Ltd. (“Buyer”) and Beijing Fuhua Innovation & Technology Development Co., Ltd. (“Guarantor”) Supplement (2) To 100% Equities of Agreement for Sale of 100% Equities of iSTAR International Futures Co. Limited and EXECUTION VERSION This Agreement dated on] [Agreement on Enforcement of Arbitration Award Party A: Fortune (Beijing) Huiying Investment Consultation Co., Ltd. (“CIC”) Residence: Room 1136, 10, Xuanwumenwai Street, Xicheng District, Beijing Legal representative: Yang Lin Party B: Langfang Shengshi Real Estate Development Co., Ltd. Residence: North of Eastern Section, Langba Road, Hancun Town, Yongqing County, Langfang Legal representative: Zhan Jiantao Party C: Beijing Bluestone Investment Management] [Reorganization Framework Agreement May 2015 Table of contents Article 1 Reorganization scheme 4 1.1 Termination of VIE agreement 4 1.2 Arrangement for variation in equity Financial Sector holds in Cowboy Network 4 1.3 Principle of reorganization 5 Article 2 Reorganization steps and closing 5 2.1 Execution of relevant implementation documents 5 2.2 Performing variation registration procedures 5 Article 3 Confidentiality] [Equity Transfer Agreement This equity transfer agreement (the “Agreement”) is made in Beijing on May 25, 2015 by and between: Transferor: Beijing Glory Technology Co., Ltd. Address: Unit 1135, 10 Xuanwumenwai Street, Xuanwu District, Beijing Transferee: Shanghai Zheshang Business Consultation Co., Ltd. Address: Unit 104, Block 34, 58 South Baozhen Road, Baozhen Town, Chongming County, Shanghai WHEREAS: 1. Beijing Cowboy] [Equity Transfer Agreement This equity transfer agreement (the “Agreement”) is made in Beijing on May 25, 2015 by and between: Transferor: Fortune (Beijing) Qicheng Technology Co., Ltd. Address: Unit 1135, 10 Xuanwumenwai Street, Xuanwu District, Beijing Transferee: Beijing Leshi Excellence Investment Management Partnership.（limited partnership） Address: No.19 ，Unit1708, 17F cloud modern Building，9 Manting Fangyuan Town ,Qing Yunli, Hai dian District, Beijing] [Equity Transfer Agreement This equity transfer agreement (the “Agreement”) is made in Beijing on May 25, 2015 by and between: Transferor: Fortune (Beijing) Qicheng Technology Co., Ltd. Address: Unit 1135, 10 Xuanwumenwai Street, Xuanwu District, Beijing Transferee: Shanghai Ever Bright Yan Ze Venture Capital Enterprise（limited partnership） Address: Suit 147, M Zone, 1st Floor of Building 3, No. 7 Xiayi Industry] [Equity Transfer Agreement This equity transfer agreement (the “Agreement”) is made in Beijing on May15, 2015 by and between: Transferor: Shenzhen Shangtong Software Co., Ltd. Address: Suit 1009, 10F 4 Building Saige Science and Technology Park, Huaqiang North Road Futian District, Shenzhen Transferee: Shanghai Ever Bright Fu Yi Venture Capital Enterprise (limited partnership) Address: Suit 147, M Zone, 1st Floor] [Equity Transfer Agreement This equity transfer agreement (the “Agreement”) is made in Beijing on May 25, 2015 by and between: Transferor: Shenzhen Shangtong software Co., Ltd. Address: Suit 1009, 10F 4 Building Saige Science and Technology Park, Huaqiang North Road Futian District, Shenzhen Transferee: Beijing Le Shi excellence investment management partnership.（limited partnership） Address: No.19 ，Suit 1708, 17F cloud modern Building，9] [Equity Transfer Agreement This equity transfer agreement (the “Agreement”) is made in Beijing on May 25, 2015 by and between: Transferor: Shenzhen Shangtong software Co., Ltd. Address: Suit 1009, 10F 4 Building Saige Science and Technology Park, Huaqiang North Road Futian District, Shenzhen Transferee: Xiaoming Wang Address: Suit 602, No.6, 99 alley , 677Wu Zhong Road, Minghang District, Shanghai WHEREAS：] [Framework Agreement regarding reorganization and sale of businesses related to Stockstar.com December of 2015 Table of Contents Article 1. Purchase Subject 7 1.1 Purchase Subject 7 1.2 Interests related to the Purchase Subject 8 Article 2. Purchase Consideration and Payment Arrangement 10 2.1 Purchase Consideration 10 2.2 Payment Arrangement of the Purchase Consideration 10 Article 3. Closing 12 3.1 Closing] [Share Transfer Agreement Shanghai Stockstar Information & Technology Co., Ltd. This Agreement is jointly made and executed in the Company’s conference room on Aug. 27, 2015 by and between the following parties: Transferor: Shanghai Meining Computer Software Co., Ltd. (hereinafter as “Party A”); Transferee: Beijing Glory Technology Co., Ltd. (hereinafter as “Party B”); and Shanghai Stockstar Information & Technology Co.,] [Share Transfer Agreement Shanghai Stockstar Information & Technology Co., Ltd. This Agreement is jointly made and executed in the Company’s conference room on Aug. 27, 2015 by and between the following parties: Transferor: Na Zhang (hereinafter as “Party A”); Transferee: Beijing Glory Technology Co., Ltd. (hereinafter as “Party B”); and Shanghai Stockstar Information & Technology Co., Ltd. (hereinafter referred to] [Share Transfer Agreement Shanghai Stockstar Information & Technology Co., Ltd. This Agreement is jointly made and executed in the Company’s conference room on Aug. 27, 2015 by and between the following parties: Transferor: Xun Zhao (hereinafter as “Party A”); Transferee: Beijing Premium Technology Co., Ltd. (hereinafter as “Party B”); and Shanghai Stockstar Information & Technology Co., Ltd. (hereinafter referred to] [Share Transfer Agreement Shanghai Stockstar Securities Advisory and Investment Co., Ltd. This Agreement is jointly made and executed in Beijing on Dec. 10, 2015 by the following parties: Party A: Shanghai Meining Computer Software Co., Ltd. Party B: Zhiwei Zhao Party C: Jun Wang (Party A, Party B and Party C collectively referred to as “Transferor”) Party D: Tibet Fortune] [Agreement of Termination Regarding the Strategic Consulting and Services Agreement, The Technical Support Agreement and the Operation Agreement By and Among Shanghai Chongzhi Information & Technology Co., Ltd., and Shanghai Stockstar Information & Technology Co., Ltd. Sep. 20, 2015 Agreement of Termination This Agreement of Termination (hereinafter referred to as the “Agreement”) is made and entered into in Beijing, PRC] [Agreement of Termination Regarding the Purchase Option and Cooperation Agreement, the Loan Agreement and the Share Pledge Agreement By and Among Shanghai Chongzhi Co., Ltd., Na Zhang, Xun Zhao, and Shanghai Stockstar Information & Technology Co., Ltd. Sep. 20, 2015 Agreement of Termination This Agreement of Termination (hereinafter referred to as the “Agreement”) is made and entered into in Beijing,] [Termination Agreement Regarding the Strategic Consulting and Service Agreement, The Technical Support Agreement and the Operation Agreement By and Among Fortune Software (Beijing) Co., Ltd. and Shanghai Stockstar Securities Advisory and Investment Co., Ltd. December. 8, 2015 Termination Agreement This Termination Agreement (hereinafter referred to as the “Agreement”) is made and entered into in Beijing, PRC (hereinafter “China”) as of] [Agreement of Termination Regarding the Purchase Option and Cooperation Agreement and Loan Agreement By and Among Fortune Software (Beijing) Co., Ltd. Zhiwei Zhao, and Shanghai Stockstar Securities Advisory and Investment Co., Ltd. December. 8, 2015 Agreement of Termination This Agreement of Termination (hereinafter referred to as the “Agreement”) is made and entered into in Beijing, PRC (hereinafter “China”) as of] [Agreement of Termination Regarding the Purchase Option and Cooperation Agreement and the Loan Agreement By and Among Fortune Software (Beijing) Co., Ltd. Jun Wang, and Shanghai Stockstar Securities Advisory and Investment Co., Ltd. Dec. 8, 2015 Agreement of Termination This Agreement of Termination (hereinafter referred to as the “Agreement”) is made and entered into in Beijing, PRC (hereinafter “China”) as] [Equity Transfer Agreement Zhongcheng Futong Co., Ltd. This Agreement is jointly made and executed in Beijing on Dec. 24, 2015 by the following parties: Party A: Tibet Fortune Jinyuan Network Technology Co., Ltd. (Party A as “Transferor”) Party B: Shanghai EBI Capital Co., Ltd. Party C: Xiaoming Wang (Party B and Party C collectively referred to as “Transferee”) WHEREAS Article] [Dated on: April 8, 2016 iSTAR Capital International Co. Limited (“Transferor”) and Tianfeng Securities Co., Ltd. (“Tianfeng Securities”) and iSTAR International Wealth Management Co. Limited (“Target Company”) Agreement for Sale of 100% Equities of iSTAR International Wealth Management Contents 1. Definitions 2. Sale of Equities 3. Conditions Precedent and Before-Transaction Liabilities 4. Transaction 5. 6. 7. 8. Information 9. 10.] [The following table sets forth the details of our principal subsidiaries and significant PRC-incorporated affiliates as of December 31, 2015: Name Jurisdiction of Legal Ownership Interest Fortune Software (Beijing) Co., Ltd. PRC 100% China Finance Online (Beijing) Co., Ltd. PRC 100% Shenzhen Genius Information Technology Co., Ltd. PRC 100% Zhengyong Information & Technology (Shanghai) Co., Ltd. PRC 100% Zhengtong Information] [I, Zhiwei Zhao, certify that: 1. I have reviewed this annual report on Form 20-F of China Finance Online Co. Limited; 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] [Certification by the Principal Financial Officer I, Jun Wang, certify that: 1. I have reviewed this annual report on Form 20-F of China Finance Online Co. Limited; 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 OF PERIODIC FINANCIAL REPORT SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.] [CERTIFICATION OF PERIODIC FINANCIAL REPORT SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Jun Wang] [Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Registration Statements on Forms S-8 (No. 333-157670, No.333-139192, and No.333-123802) and Form S-8/A (No. 333-139192) of China Finance Online Co. Limited, its subsidiaries, its variable interest entities (“VIEs”) and its VIE’s subsidiaries of our report dated April 27, 2016, with respect to the] [Consent of Jincheng Tongda & Neal Law Firm April 27, 2016 China Finance Online Co. Limited th 17 No. 28 Xuanwai Street, Xicheng District Beijing 100052, China Annual Report SEC We hereby consent to the reference to our firm and the summary of our opinion under the “Item 4. Information on the Company - B. Business overview - Regulation” and]