Ticker: PWRD, Company: Perfect World Co., Ltd., Type: 20-F, Date: 2009-06-19
Original SEC Filing: Click here
Webplus: PWRD/20090619/20-F/1/000.htm SEC Original: d20f.htm
INTRODUCTION 1 PART I. 3 Item 1. Identity of Directors, Senior Management and Advisers 3 Item 2. Offer Statistics and Expected Timetable 3 Item 3. Key Information 3 Item 4. Information on the Company 31 Item 4A. Unresolved staff comments 59 Item 5. Operating and Financial Review and Prospects 59 Item 6. Directors, Senior Management and Employees 85 Item 7.
Webplus: PWRD/20090619/20-F/2_EX-1.1/000.htm SEC Original: dex11.htm
THE COMPANIES LAW (2007 REVISION) OF THE CAYMAN ISLANDS Company Limited by Shares AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF PERFECT WORLD CO., LTD. Adopted by special resolution passed on June 29, 2007, and 1. The name of the Company is PERFECT WORLD CO., LTD. 2. The Registered Office of the Company shall be at the offices of M&C Corporate
Webplus: PWRD/20090619/20-F/3_EX-4.5/000.htm SEC Original: dex45.htm
Share Option Plan of Perfect World Co., Ltd. 1. Institution The Company has set up the Compensation Management Committee under the Board of Directors, which is responsible for all of the work relating to share option incentive plan. 2. Target Persons All employees, including core level (senior management, senior technical personnel), key level (intermediate management, programmers), ordinary employees and Companys
Webplus: PWRD/20090619/20-F/4_EX-4.37/000.htm SEC Original: dex437.htm
Loan Agreement THIS LOAN AGREEMENT (this Agreement) is entered into by and between the two parties below in Beijing on May 20, 2008. (1) Beijing Perfect World Software Co., Ltd. (the Lender) Legal Address: 8F, Huakong Building, 1# Shangdi East Road, Haidian District, Beijing (2) Yufeng Chi (the Borrower) ID Number: 110108197109148935 Each of the Lender and the Borrower is
Webplus: PWRD/20090619/20-F/5_EX-4.38/000.htm SEC Original: dex438.htm
Loan Agreement THIS LOAN AGREEMENT (this Agreement) is entered into by and between the two parties below in Beijing on May 20, 2008. (1) Beijing Perfect World Software Co., Ltd. (the Lender) Legal Address: 8F, Huakong Building, 1# Shangdi East Road, Haidian District, Beijing (2) Qi Zhu (the Borrower) ID Number: 110101197208063019 Each of the Lender and the Borrower is
Webplus: PWRD/20090619/20-F/6_EX-4.39/000.htm SEC Original: dex439.htm
Exclusive Technology Support and Service Agreement THIS AGREEMENT (this Agreement) is entered into by and between the two parties below in Beijing on June 25, 2008. Party A: Beijing Perfect World Software Co., Ltd. Domicile: 8F, Huakong Building, 1# Shangdi East Road, Haidian District, Beijing Party B: Beijing Huanxiang Zongheng Network Technology Co., Ltd. Domicile: E701, Yingchuang Dongli, 1# Shangdi
Webplus: PWRD/20090619/20-F/7_EX-4.40/000.htm SEC Original: dex440.htm
Development Cooperation Agreement THIS AGREEMENT (this Agreement) is entered into by and between the two parties below in Beijing on June 25, 2008. Party A: Beijing Huanxiang Zongheng Network Technology Co., Ltd. Domicile: E701, Yingchuang Dongli, 1# Shangdi East Road, Haidian District Party B: Beijing Perfect World Software Co., Ltd. Domicile: 8F, Huakong Building, 1# Shangdi East Road, Haidian District,
Webplus: PWRD/20090619/20-F/8_EX-4.41/000.htm SEC Original: dex441.htm
Business Operation Agreement THIS BUSINESS OPERATION AGREEMENT (this Agreement) is entered into by and among the parties below (the Parties) in Beijing, China on June 25, 2008. Party A: Beijing Perfect World Software Co., Ltd. Address: 8F, Huakong Building, 1# Shangdi East Road, Haidian District, Beijing Party B: Beijing Huanxiang Zongheng Network Technology Co., Ltd. Address: E701, Yingchuang Dongli, 1#
Webplus: PWRD/20090619/20-F/9_EX-4.42/000.htm SEC Original: dex442.htm
Call Option Agreement THIS CALL OPTION AGREEMENT (this Agreement) is entered into by and among the parties below (the Parties) in Beijing on June 25, 2008. Party A: Beijing Perfect World Software Co., Ltd. Address: 8F, Huakong Building, 1# Shangdi East Road, Haidian District, Beijing Party B: Beijing Huanxiang Zongheng Network Technology Co., Ltd. Address: E701, Yingchuang Dongli, 1# Shangdi
Webplus: PWRD/20090619/20-F/10_EX-4.43/000.htm SEC Original: dex443.htm
Equity Pledge Agreement THIS EQUITY PLEDGE AGREEMENT (this Agreement )is entered into by and among the parties below (the Parties) in Beijing on April 24, 2009. Party A: Beijing Perfect World Software Co., Ltd. Domicile: 8F, Huakong Building, 1# Shangdi East Road, Haidian District, Beijing Party B: Beijing Huanxiang Zongheng Network Technology Co., Ltd. Domicile: E701, Yingchuang Dongli, 1# Shangdi
Webplus: PWRD/20090619/20-F/11_EX-4.44/000.htm SEC Original: dex444.htm
Power of Attorney Yufeng Chi (ID No.: 110108197109148935) and Qi Zhu (ID No.: 110101197208063019) (collectively the Authorizers) hereby irrevocably authorize Beijing Perfect World Software Co., Ltd. (business license No.: Q.D.J.Z.F.Z. No. 029580) (the Authorized) to exercise the following rights within the valid term of this Power of Attorney: To authorize the Authorized to fully and completely represent the Authorizers to
Webplus: PWRD/20090619/20-F/12_EX-4.45/000.htm SEC Original: dex445.htm
HARE URCHASE GREEMENT S BY AND AMONG NTER ERV NC GLOBAL I GLOBAL INTERSERV (CAYMANS) INC. AND ERFECT AME OLDING IMITED P ATED ECEMBER D D Table of Contents Page ARTICLE I DEFINITIONS AND RULES OF CONSTRUCTION 1 Section 1.1. Definitions 1 Section 1.2. Rules of Construction 5 ARTICLE II PAYMENT DATE; PURCHASE AND SALE 5 Section 2.1. Purchase and
Webplus: PWRD/20090619/20-F/13_EX-4.46/000.htm SEC Original: dex446.htm
SHARE REPURCHASE AGREEMENT THIS SHARE REPURCHASE AGREEMENT (this Agreement) is made as of December 29, 2008, by and among Perfect World Co., Ltd., a company organized under the laws of the Cayman Islands (Purchaser), SB Asia Investment Fund II L.P. (SAIF), a limited partnership organized and existing under the laws of the Cayman Islands, and Daniel Dong Yang, a Hong
Webplus: PWRD/20090619/20-F/14_EX-4.47/000.htm SEC Original: dex447.htm
Capital Increase and Share Transfer Agreement April of 2009 This Capital Increase and Share Transfer Agreement (this Agreement) is entered into by and between the following parties: Beijing Perfect World Network Technology Co., Ltd., a limited liability company incorporated under Chinese laws, with its legal address at 8F, Huakong Building, 1# Shangdi East Road, Haidian District, Beijing; Beijing Jiuzhou Kaiyuan
Webplus: PWRD/20090619/20-F/15_EX-4.48/000.htm SEC Original: dex448.htm
SHARE REPURCHASE AGREEMENT THIS SHARE REPURCHASE AGREEMENT (this Agreement) is made as of June 1, 2009, by and between Perfect World Co., Ltd., a company organized under the laws of the Cayman Islands (Purchaser) and SB Asia Investment Fund II L.P. (SAIF or Seller), a limited partnership organized and existing under the laws of the Cayman Islands, (each, a Party
Webplus: PWRD/20090619/20-F/16_EX-8.1/000.htm SEC Original: dex81.htm
Wholly-Owned Subsidiaries 1. Beijing Perfect World Software Co., Ltd., a PRC company 2. Perfect Online Holding Limited, a Hong Kong company 3. Perfect World Entertainment Inc., a Delaware, USA company 4. Perfect World Interactive Entertainment Co., Ltd., a Cayman Islands company 5. Perfect Game Holding Limited, a British Virgin Islands company 6. Global Interserv (Caymans) Inc., a Cayman Islands company
Webplus: PWRD/20090619/20-F/17_EX-12.1/000.htm SEC Original: dex121.htm
Certifications I, Michael Yufeng Chi, certify that: 1. I have reviewed this annual report on Form 20-F of Perfect World Co., Ltd. (the Company); 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
Webplus: PWRD/20090619/20-F/18_EX-12.2/000.htm SEC Original: dex122.htm
Certifications I, Kelvin Wing Kee Lau, certify that: 1. I have reviewed this annual report on Form 20-F of Perfect World Co., Ltd. (the Company); 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
Webplus: PWRD/20090619/20-F/19_EX-13.1/000.htm SEC Original: dex131.htm
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. Michael Yufeng Chi Chairman and Chief Executive Officer
Webplus: PWRD/20090619/20-F/20_EX-13.2/000.htm SEC Original: dex132.htm
Certification by the Chief 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. Kelvin Wing Kee Lau Chief Financial Officer
Webplus: PWRD/20090619/20-F/21_EX-15.1/000.htm SEC Original: dex151.htm
[Letterhead of Maples and Calder] Perfect World Co., Ltd. 8th Floor, Huakong Building No. 1 Shangdi East Road, Haidian District Beijing 100085, Peoples Republic of China June 19, 2009 Dear Sirs Perfect World Co., Ltd. Yours faithfully Maples and Calder EX-15.1 21 dex151.htm CONSENT OF MAPLES AND CALDER
Webplus: PWRD/20090619/20-F/22_EX-15.2/000.htm SEC Original: dex152.htm
[Letterhead of King & Wood PRC Lawyers] June 19, 2009 Perfect World Co., Ltd. 8 th Floor, Huakong Building No. 1 Shangdi East Road Haidian District Beijing 100085 The Peoples Republic of China Dear Sirs: Yours faithfully, King & Wood PRC Lawyers EX-15.2 22 dex152.htm CONSENT OF KING & WOOD
Webplus: PWRD/20090619/20-F/23_EX-15.3/000.htm SEC Original: dex153.htm
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-146562) of Perfect World Co., Ltd. of our report dated June 19, 2009 relating to the consolidated financial statements and the effectiveness of internal control over financial reporting, which appear in this Form 20-F. Beijing, Peoples Republic
Company Information:
Ticker: PWRD, Company: Perfect World Co., Ltd., Type: 20-F, Date: 2009-06-19CIK: 0001403849, Location: F4, SIC: 7389, SIC Desc: SERVICES-BUSINESS SERVICES, NEC
Business Phone & Address:
BUILDING 306, 86 BEIYUAN ROAD
BEIJING 100101
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