NTES [NetEase] 20-F: FORM 20-F (Mark One) o OR x OR

Ticker: NTES, Company: NetEase, Inc., Type: 20-F, Date: 2016-04-22, XBRL Interactive Financials
Original SEC Filing: Click here


Webplus: NTES/20160422/20-F/1/000.htm SEC Original: a16-3849_120f.htm
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 . . . . . . . . . . . . . . . . . . . NETEASE, INC. N/A Cayman Islands (Jurisdiction of incorporation or organization) Building No. 7, West Zone, Zhongguancun




Webplus: NTES/20160422/20-F/2_EX-3.5/000.htm SEC Original: a16-3849_1ex3d5.htm
SHAREHOLDER VOTING RIGHT TRUST AGREEMENT Agreement This Shareholder Voting Right Trust Agreement (this “ Party A: PRC Party B: In this Agreement, Party A and Party Parties Party WHEREAS 1. Company 2. NOW, THEREFORE 1. 2. 3. Transferee 1 4. 5. 6. 7. 8. 9. 10. a. b. [ 2 Party A




Webplus: NTES/20160422/20-F/3_EX-3.6/000.htm SEC Original: a16-3849_1ex3d6.htm
SHAREHOLDER VOTING RIGHT TRUST AGREEMENT Agreement This Shareholder Voting Right Trust Agreement (this “ Party A: PRC Party B: In this Agreement, Party A and Party Parties Party WHEREAS 1. Company 2. NOW, THEREFORE 1. 2. 3. Transferee 1 4. 5. 6. 7. 8. 9. 10. a. b. [ 2 Party A




Webplus: NTES/20160422/20-F/4_EX-3.7/000.htm SEC Original: a16-3849_1ex3d7.htm
AMENDED AND RESTATED SHAREHOLDER VOTING RIGHT TRUST AGREEMENT AMENDED AND RESTATED SHAREHOLDER VOTING RIGHT TRUST AGREEMENT Agreement THIS NetEase Beijing Company Guangyitong William Xiaojun Bo WHEREAS, NetEase Beijing, William and Bo Ding (“ Guangzhou NetEase Original Agreement Equity Transfers WHEREAS, prior to or on the date of this Agreement, Guangzhou NetEase has transferred 79% of the equity interest in Guangyitong




Webplus: NTES/20160422/20-F/5_EX-3.8/000.htm SEC Original: a16-3849_1ex3d8.htm
SHAREHOLDER VOTING RIGHT TRUST AGREEMENT Agreement Original Agreement This Shareholder Voting Right Trust Agreement (this “ Party A: Party B: In this Agreement, Party A and Party Parties Party WHEREAS 1. Company 2. NOW, THEREFORE 1. 2. 3. Transferee 1 4. 5. 6. 7. 8. 9. 10. a. 2 b. [ 3 NetEase (Hangzhou) Network Co., Ltd.




Webplus: NTES/20160422/20-F/6_EX-3.9/000.htm SEC Original: a16-3849_1ex3d9.htm
SHAREHOLDER VOTING RIGHT TRUST AGREEMENT Agreement Original Agreement This Shareholder Voting Right Trust Agreement (this “ Party A: Party B: In this Agreement, Party A and Party Parties Party WHEREAS 1. Company 2. NOW, THEREFORE 1. 2. 3. Transferee 1 4. 5. 6. 7. 8. 9. 10. a. 2 b. [ 3 NetEase (Hangzhou) Network Co., Ltd.




Webplus: NTES/20160422/20-F/7_EX-4.37/000.htm SEC Original: a16-3849_1ex4d37.htm
LOAN AGREEMENT Agreement This Loan Agreement (this “ (1) Lender PRC (3) Borrower Parties Party Lender and Borrower are hereinafter jointly referred to as the “ Whereas (A) Target Equity Domestic Company Equity Transfer Price” (B) (C) Therefore 1. Loan 1.1. Loan Additional Loan 1.2. Term 1.3. (a) (b) (c) Transaction Documents (d) 2 (e) Notwithstanding the foregoing, Lender may




Webplus: NTES/20160422/20-F/8_EX-4.38/000.htm SEC Original: a16-3849_1ex4d38.htm
LOAN AGREEMENT Agreement This Loan Agreement (this “ (1) Lender PRC (3) Borrower Parties Party Lender and Borrower are hereinafter jointly referred to as the “ Whereas (A) Target Equity Domestic Company Equity Transfer Price” (B) (C) Therefore 1. Loan 1.1. Loan Additional Loan 1.2. Term 1.3. (a) (b) (c) Transaction Documents (d) 2 (e) Notwithstanding the foregoing, Lender may




Webplus: NTES/20160422/20-F/9_EX-4.39/000.htm SEC Original: a16-3849_1ex4d39.htm
EQUITY PLEDGE AGREEMENT Agreement This Equity Pledge Agreement (this “ (1) Pledgee PRC (2) Pledgor Parties Party The Pledgee and the Pledgor are hereinafter jointly referred to as the “ Whereas (A) Domestic Company Appendix I (B) Loan Agreement (C) Voting Trust Agreement (D) Purchase Option Agreement (E) Operating Agreement (F) Therefore 1. Definitions 1.1. “Breaching Event” “Pledged Equity” “PRC




Webplus: NTES/20160422/20-F/10_EX-4.40/000.htm SEC Original: a16-3849_1ex4d40.htm
EQUITY PLEDGE AGREEMENT Agreement This Equity Pledge Agreement (this “ (1) Pledgee PRC (2) Pledgor Parties Party The Pledgee and the Pledgor are hereinafter jointly referred to as the “ Whereas (A) Domestic Company Appendix I (B) Loan Agreement (C) Voting Trust Agreement (D) Purchase Option Agreement (E) Operating Agreement (F) Therefore 1. Definitions 1.1. “Breaching Event” “Pledged Equity” “PRC




Webplus: NTES/20160422/20-F/11_EX-4.41/000.htm SEC Original: a16-3849_1ex4d41.htm
EXCLUSIVE PURCHASE OPTION AGREEMENT Agreement This Exclusive Purchase Option Agreement (this “ Party A: NetEase Media Technology (Beijing) Co., Ltd. Legal Address 20-22/F, Tower 8, NO.86 Zhongguancun East Road, Haidian District, Beijing Party B: William Lei Ding ID Number: 330224197110180074 Legal Address: Room 6-401, A90, Shuguang Road, Jiangdong District, Ningbo, Zhejiang Province Party C: Beijing Guangyitong Advertising Co., Ltd. Legal




Webplus: NTES/20160422/20-F/12_EX-4.42/000.htm SEC Original: a16-3849_1ex4d42.htm
EXCLUSIVE PURCHASE OPTION AGREEMENT Agreement This Exclusive Purchase Option Agreement (this “ Party A: NetEase Media Technology (Beijing) Co., Ltd. Legal Address 20-22/F, Tower 8, NO.86 Zhongguancun East Road, Haidian District, Beijing Party B: Li Li ID Number: 110103197411191529 Legal Address: NO.7, Unit 4, Building 16, Changqing Yuan, Chongwen District, Beijing Party C: Beijing Guangyitong Advertising Co., Ltd. Legal Address:




Webplus: NTES/20160422/20-F/13_EX-4.43/000.htm SEC Original: a16-3849_1ex4d43.htm
OPERATING AGREEMENT Agreement This Operating Agreement (this “ Party A: NetEase Media Technology (Beijing) Co., Ltd. Address: 20-22/F,Tower 8, NO.86 Zhongguancun East Road, Haidian District, Beijing Party B: Beijing Guangyitong Advertising Co., Ltd. Address: Room F112, -1/F, Tower 5th, YongDingMenWai Street NO.86, Dongcheng District, Beijing Party C: William Lei Ding Address: Room 6-401, A90, Shuguang Road, Jiangdong District, Ningbo, Zhejiang




Webplus: NTES/20160422/20-F/14_EX-4.44/000.htm SEC Original: a16-3849_1ex4d44.htm
AMENDED AND RESTATED LETTER OF AGREEMENT AMENDED AND RESTATED LETTER OF AGREEMENT Agreement Effective Date NetEase William Xiaojun THIS Bo Original Agreement WHEREAS, NetEase, William and Bo Ding (“ Guangzhou NetEase Guangyitong Equity Transfers WHEREAS, prior to or on the date of this Agreement, Guangzhou NetEase Computer System Co., Ltd. (“ NOW, THEREFORE, in consideration of the foregoing and for




Webplus: NTES/20160422/20-F/15_EX-4.45/000.htm SEC Original: a16-3849_1ex4d45.htm
AMENDED AND RESTATED LOAN AGREEMENT Agreement Original Agreement This Amended and Restated Loan Agreement (this “ (1) NetEase (Hangzhou) Network Co., Ltd. Lender PRC ( Hu Tianlei Borrower Parties Party Lender and Borrower are hereinafter jointly referred to as the “ Whereas (A) Capital Contribution Amount” Domestic Company Target Equity (B) (C) Therefore 1. Loan 1.1. Loan Additional Loan 1.2.




Webplus: NTES/20160422/20-F/16_EX-4.46/000.htm SEC Original: a16-3849_1ex4d46.htm
AMENDED AND RESTATED LOAN AGREEMENT Agreement This Amended and Restated Loan Agreement (this “ Original Agreement (1) NetEase (Hangzhou) Network Co., Ltd. Lender PRC ( Hu Zhipeng Borrower Parties Party Lender and Borrower are hereinafter jointly referred to as the “ Whereas (A) Capital Contribution Amount” Domestic Company Target Equity (B) (C) Therefore 1. Loan 1.1. Loan Additional Loan 1.2.




Webplus: NTES/20160422/20-F/17_EX-4.47/000.htm SEC Original: a16-3849_1ex4d47.htm
AMENDED AND RESTATED Agreement This Amended and Restated Equity Pledge Agreement (this “ Original Agreement (1) NetEase (Hangzhou) Network Co., Ltd. Pledgee PRC (2) Hu Tianlei Pledgor Parties Party The Pledgee and the Pledgor are hereinafter jointly referred to as the “ Whereas (A) Domestic Company Appendix I (B) Loan Agreement (C) Voting Trust Agreement (D) Purchase Option Agreement (E)




Webplus: NTES/20160422/20-F/18_EX-4.48/000.htm SEC Original: a16-3849_1ex4d48.htm
AMENDED AND RESTATED Agreement This Amended and Restated Equity Pledge Agreement (this “ Original Agreement (1) NetEase (Hangzhou) Network Co., Ltd. Pledgee PRC (2) Hu Zhipeng Pledgor Parties Party The Pledgee and the Pledgor are hereinafter jointly referred to as the “ Whereas (A) Domestic Company Appendix I (B) Loan Agreement (C) Voting Trust Agreement (D) Purchase Option Agreement (E)




Webplus: NTES/20160422/20-F/19_EX-4.49/000.htm SEC Original: a16-3849_1ex4d49.htm
AMENDED AND RESTATED Agreement Original Agreement This Amended and Restated Exclusive Purchase Option Agreement (this “ Party A: NetEase (Hangzhou) Network Co., Ltd Registration Address Party B: Hu Tianlei ID Number: 330206198210210412 Legal Address: No. 38 Zheda Road, West Lake District, Hangzhou, Zhejiang, PRC Party C: Hangzhou NetEase Leihuo Network Co., Ltd. Registration Address: Parties Party In this Agreement, Party




Webplus: NTES/20160422/20-F/20_EX-4.50/000.htm SEC Original: a16-3849_1ex4d50.htm
AMENDED AND RESTATED Agreement Original Agreement This Amended and Restated Exclusive Purchase Option Agreement (this “ Party A: NetEase (Hangzhou) Network Co., Ltd Registration Address Party B: Hu Zhipeng ID Number: 330106197812210436 Legal Address: No. 14 South Street, Chaoyangmen, FESCO, Beijing, PRC Party C: Hangzhou NetEase Leihuo Network Co., Ltd. Registration Address: Parties Party In this Agreement, Party A, Party




Webplus: NTES/20160422/20-F/21_EX-4.51/000.htm SEC Original: a16-3849_1ex4d51.htm
AMENDED AND RESTATED OPERATING AGREEMENT Agreement Original Agreement This Amended and Restated Operating Agreement (this “ Party A: NetEase (Hangzhou) Network Co., Ltd. Address: Room 103-105, 1/F, Building 18, No. 1 Jiaogong Road, Hangzhou, Zhejiang Province, PRC Party B: Hangzhou NetEase Leihuo Network Co., Ltd. Address: Room 601-603, 6/F, Building 18, No. 1 Jiaogong Road, West Lake District, Hangzhou, Zhejiang




Webplus: NTES/20160422/20-F/22_EX-8.1/000.htm SEC Original: a16-3849_1ex8d1.htm
PRINCIPAL SUBSIDIARIES AND VARIABLE INTEREST ENTITIES OF NETEASE, INC. Subsidiaries: Jurisdiction of Incorporation NetEase Interactive Entertainment Limited British Virgin Islands Lede Inc. (previously named Ujia.com, Inc.) Cayman Islands NetEase Media, Inc. Cayman Islands HQG, Inc. Cayman Islands NetEase (Hong Kong) Limited Hong Kong Hong Kong NetEase Interactive Entertainment Limited Hong Kong Lede (Hong Kong) Limited (previously named Ujia (Hong Kong)




Webplus: NTES/20160422/20-F/23_EX-12.1/000.htm SEC Original: a16-3849_1ex12d1.htm
CERTIFICATION I, 1. 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 made, not misleading with respect to the period covered by this report; 3. 4. (a) (b) (c)




Webplus: NTES/20160422/20-F/24_EX-12.2/000.htm SEC Original: a16-3849_1ex12d2.htm
CERTIFICATION I, Onward Choi, certify that: 1. 2. 3. 4. (a) (b) (c) (d) 5. (a) (b) April Onward Choi Acting Chief Financial Officer EX-12.2 24 a16-3849_1ex12d2.htm EX-12.2




Webplus: NTES/20160422/20-F/25_EX-13.1/000.htm SEC Original: a16-3849_1ex13d1.htm
906 Certification 100 F Street, N.E. 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. April William Lei Ding Chief Executive Officer EX-13.1 25 a16-3849_1ex13d1.htm EX-13.1




Webplus: NTES/20160422/20-F/26_EX-13.2/000.htm SEC Original: a16-3849_1ex13d2.htm
906 Certification 100 F Street, N.E. 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. April Onward Choi Acting Chief Financial Officer EX-13.2 26 a16-3849_1ex13d2.htm EX-13.2




Webplus: NTES/20160422/20-F/27_EX-15.2/000.htm SEC Original: a16-3849_1ex15d2.htm
[PricewaterhouseCoopers Letterhead] CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-100069 and No. 333-164249) of NetEase, Inc. of our report dated PricewaterhouseCoopers Zhong Tian LLP Beijing, the People’s Republic of China April EX-15.2 27 a16-3849_1ex15d2.htm EX-15.2




Webplus: NTES/20160422/20-F/28_EX-15.3/000.htm SEC Original: a16-3849_1ex15d3.htm
[Letterhead of Maples and Calder] NetEase, Inc. Building No. 7, West Zone Zhongguancun Software Park (Phase II) No. 10 Xibeiwang East Road, Haidian District Beijing 100193, People’s Republic of China 22 Dear Sir Re: NetEase, Inc. We have acted as legal advisors as to the laws of the Cayman Islands to NetEase, Inc., an exempted limited liability company incorporated in




Webplus: NTES/20160422/20-F/29_EX-15.4/000.htm SEC Original: a16-3849_1ex15d4.htm
[Letterhead of Jun He April NetEase, Inc. Building No. 7, West Zone Zhongguancun Software Park (Phase II) No. 10 Xibeiwang East Road, Haidian District Beijing, People’s Republic of China Dear Sirs, Re: Consent of People’s Republic of China Counsel Very truly yours, Jun He EX-15.4 29 a16-3849_1ex15d4.htm EX-15.4



Company Information:

Ticker: NTES, Company: NetEase, Inc., Type: 20-F, Date: 2016-04-22, XBRL Interactive FinancialsCIK: 0001110646, Location: F4, SIC: 7389, SIC Desc: SERVICES-BUSINESS SERVICES, NEC
Business Phone & Address:
26F SP TWR D TSINGHUA SCIENCE PARK BLD 8
BEIJING 100084

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By | 2016-04-23T02:49:28+00:00 April 22nd, 2016|Categories: Chinese Stocks, NTES, Webplus ver|Tags: , , , , , |0 Comments

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