[Payment of Filing Fee (Check the appropriate box): x o (1) Title of each class of securities to which transaction applies: (2)gregate number of securities to which transaction applies: (4) Proposed maximumgregate value of transaction: (5) Total fee paid: o o (1) Amount Previously Paid: (2) Form,hedule or Registration Statement No.:]
[FORM 20-F (Mark One) o OR x OR o For the transition period from to OR o Date of event requiring this shell company report . . . . . . . . . . . . . . . . . . . VisionChina Media Inc. Cayman Islands (Jurisdiction of incorporation or organization) 1/F Block No.7 Champs Elysees Nongyuan] [Subsidiaries, incorporated in the British Virgin Islands: · Vision Best Limited · Digital Media Group Company Limited · Golden Carriage International Limited · Century Port Limited · Peak Win Limited · Aim Sky International Limited · Goldwhite Limited · Ahead Smart Holdings Limited Subsidiaries, incorporated in the PRC: · China Digital Technology (Shenzhen) Co., Ltd. · Shenzhen Huachangshi Digital Technology] [Certification by the Chief Executive Officer I, Limin Li, certify that: 1. I have reviewed this annual report on Form 20-F of VisionChina Media 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] [Certification by the Principal Financial Officer I, Yan Wang, Senior Vice President of Finance (Principal Financial Officer), certify that: 1. I have reviewed this annual report on Form 20-F of VisionChina Media 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] [Certification by the Chief Executive 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. Limin Li Chief Executive Officer 1 EX-13.1 5 a12-7379_1ex13d1.htm EX-13.1] [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. Yan Wang Senior Vice President of Finance (Principal Financial Officer) 1 EX-13.2 6 a12-7379_1ex13d2.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-149316 on Form S-8 of our reports dated April 26, 2012 relating to the consolidated financial statements and the related financial statement schedule of VisionChina Media Inc. and its subsidiaries and variable interest entities (the Company) and the effectiveness of VisionChina Media]
[None None Indicate the number of outstanding shares of each of the Issuers classes of capital or common stock as of the close of the period covered by the annual report. 15,466,176 Class A ordinary shares and 62,500,000 Class B ordinary shares, par value US$0.0001 per share, as of December 31, 2011 ¨ x ¨ x x ¨ x ¨] [CHARM COMMUNICATIONS INC. 2011 SHARE INCENTIVE PLAN 1. Purpose of the Plan The purpose of the Plan is to aid the Company and its Affiliates in recruiting and retaining key employees, directors or consultants of outstanding ability and to motivate such employees, directors or consultants to exert their best efforts on behalf of the Company and its Affiliates by providing] [Wholly Owned Subsidiaries Best Ranking Limited (incorporated in the British Virgin Islands) Charm New Media (Hong Kong) Ltd. (incorporated in Hong Kong) Charm Future Media (Hong Kong) Ltd. (incorporated in Hong Kong) Charm Electronic Media (Hong Kong) Ltd. (incorporated in Hong Kong) Charm Digital Media (Hong Kong)] [CERTIFICATION OF OUR CHIEF EXECUTIVE OFFICER I, He Dang, certify that: 1. I have reviewed this annual report on Form 20-F of Charm Communications 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] [CERTIFICATION OF OUR CHIEF FINANCIAL OFFICER I, Wei Zhou, certify that: 1. I have reviewed this annual report on Form 20-F of Charm Communications 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] [CERTIFICATION OF PERIODIC FINANCIAL REPORT 1. 2. The information contained in the report fairly presents, in all material respects, the financial condition and results of operations of the company. He Dang Chief Executive Officer * A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the company and will] [CERTIFICATION OF PERIODIC FINANCIAL REPORT 1. 2. The information contained in the report fairly presents, in all material respects, the financial condition and results of operations of the company. Wei Zhou Chief Financial Officer * A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the company and will] [Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement No. 333-170504 on Form S-8 of our reports dated April 27, 2012, relating to the consolidated financial statements and financial statement schedule of Charm Communications Inc., its subsidiaries and its variable interest entity (collectively, the Group) and the effectiveness of the Groups]
[VisionChina Media Inc. Announces Fourth Quarter and Full-Year 2011 Results Full-Year 2011 Revenues Grow 31.2% Year-over-Year Fourth Quarter 2011 Revenues Grow 18.9% Year-over-Year GAAP Net Income in the Fourth Quarter of 2011 Reaches $1.7 million BEIJING, March 13, 2012 /PRNewswire-Asia/ VisionChina Media Inc. (VisionChina Media or the Company) (Nasdaq: VISN), one of Chinas largest out-of-home digital television advertising networks] [VISIONCHINA MEDIA INC. 1/F Block No. 7 Champs Elysees Nongyuan Road, Futian District Shenzhen 518040 Peoples Republic of China Form 20-F x Form 40-F o o o Yes o No x N/A]
[VisionChina Media Inc. Announces Fourth Quarter and Full-Year 2011 Results Full-Year 2011 Revenues Grow 31.2% Year-over-Year Fourth Quarter 2011 Revenues Grow 18.9% Year-over-Year GAAP Net Income in the Fourth Quarter of 2011 Reaches $1.7 million BEIJING, March 13, 2012 /PRNewswire-Asia/ VisionChina Media Inc. (VisionChina Media or the Company) (Nasdaq: VISN), one of Chinas largest out-of-home digital television advertising networks] [VISIONCHINA MEDIA INC. 1/F Block No. 7 Champs Elysees Nongyuan Road, Futian District Shenzhen 518040 Peoples Republic of China Form 20-F x Form 40-F o o o Yes o No x N/A]
[x o Yes x o Yes o x o o o x Large Accelerated Filer o x Yes April 12 DOCUMENTS INCORPORATED BY REFERENCE TABLE OF CONTENTS PART I] [INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT We consent to the incorporation by reference in the Registration Statement of ChinaNet Online Holdings, Inc. (the “Company”) on Form S-8 (file No. 333-178269) of our report dated April 16, 2012, llp llp Marcum Bernstein & Pinchuk New York, New York April 16, 2012] [INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT We consent to the incorporation by reference in the Registration Statement of ChinaNet Online Holdings, Inc. (the “Company”) on Form S-8 (file No. 333-178269) of our report dated March 31, 2011, except for revised disclosures in Note 1, 2, 22, 27 and 28, which was dated February 29, 2012, llp llp Bernstein & Pinchuk] [(1) I have reviewed this Annual Report on Form 10-K of ChinaNet Online Holdings, Inc., for the fiscal year ended December 31, 2011. (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] [(1) I have reviewed this Annual Report on Form 10-K of ChinaNet Online Holdings, Inc., for the fiscal year ended December 31, 2011. (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] [As Adopted 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. April 16, 2012 April 16, 2012]
[x o Yes x o Yes o x o o o x Large Accelerated Filer o x Yes April 12 DOCUMENTS INCORPORATED BY REFERENCE TABLE OF CONTENTS PART I] [INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT We consent to the incorporation by reference in the Registration Statement of ChinaNet Online Holdings, Inc. (the “Company”) on Form S-8 (file No. 333-178269) of our report dated April 16, 2012, llp llp Marcum Bernstein & Pinchuk New York, New York April 16, 2012] [INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT We consent to the incorporation by reference in the Registration Statement of ChinaNet Online Holdings, Inc. (the “Company”) on Form S-8 (file No. 333-178269) of our report dated March 31, 2011, except for revised disclosures in Note 1, 2, 22, 27 and 28, which was dated February 29, 2012, llp llp Bernstein & Pinchuk] [(1) I have reviewed this Annual Report on Form 10-K of ChinaNet Online Holdings, Inc., for the fiscal year ended December 31, 2011. (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] [(1) I have reviewed this Annual Report on Form 10-K of ChinaNet Online Holdings, Inc., for the fiscal year ended December 31, 2011. (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] [As Adopted 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. April 16, 2012 April 16, 2012]
[ChinaNet Online Holdings Reports Fourth Quarter and Full Year 2011 Earnings · $28.7 million FY 2011 revenues slightly exceeded revised guidance of $26.5 to $28.5 million · 3 Initiated BMSCB services with a total of 6 BEIJING, April , 201 “ ” -- ChinaNet Online Holdings, Inc. ("ChinaNet" or the CNET), a , today announced financial results for the fourth] []
[x o Yes x o Yes o x o o o x Large Accelerated Filer o x Yes April12 DOCUMENTSORPORATED BY REFERENCE TABLE OFNTENTS PART I 2 ITEM 1 BUSINESS 2 ITEM 1A. RISK FACTORS 25 ITEM 1B. UNRESOLVED STAFFMMENTS 39 ITEM 2 PROPERTIES 39 ITEM 3 LEGAL PROCEEDINGS] [INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMSNSENT Wensent to theorporation by reference in the Registration Statement of ChinaNet Onlines, (thempany) on Form S-8 (file No. 333-178269) of our reportted April 16, 2012, Marcum Bernstein & Pinchuk New York, New York April 16, 2012 exh_231.htm] [INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMSNSENT Wensent to theorporation by reference in the Registration Statement of ChinaNet Onlines, (thempany) on Form S-8 (file No. 333-178269) of our reportted March 31, 2011, except for revised disclosures in Note 1, 2, 22, 27 and 28, which wasted February 29, 2012,] [(1)I have reviewed this Annual Report on Form 10-K of ChinaNet Onlines, for the fiscal year ended December 31, 2011. (2)Based on my knowledge, this report does notntain 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] [(1)I have reviewed this Annual Report on Form 10-K of ChinaNet Onlines, for the fiscal year ended December 31, 2011. (2)Based on my knowledge, this report does notntain 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] [Asoptedrbanes - Oxley Act of 2002 (2)the informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. April 16, 2012 April 16, 2012 exh_321.htm 6 EX-32.1]
[ChinaNet Onlines Reports Fourth Quarter and Full Year 2011 Earnings $28.7 million FY 2011 revenues slightly exceeded revised guidance of $26.5 to $28.5 million 3 Initiated BMSCB services with a total of 6 Summary Financials Fourth Quarter 2011 Results (USD) (Unaudited) Q4 2011 Q4 2010 CHANGEles $6.2 million $10.4 million] [exh_992.htm 3 EX-99.2]
