Ticker: PWRD, Company: Perfect World Co., Ltd., Type: 20-F, Date: 2012-05-11
Original SEC Filing: Click here
Webplus: PWRD/20120511/20-F/1/000.htm SEC Original: d336323d20f.htm
INTRODUCTION 1 2 PART I. 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 33 ITEM 4A. UNRESOLVED STAFF COMMENTS 60 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 60 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 89 ITEM 7.
Webplus: PWRD/20120511/20-F/2_EX-1.3/000.htm SEC Original: d336323dex13.htm
Amendments to the Amended and Restated Memorandum and Articles of Association Amendment of Article 8(d)(iii) of the Amended and Restated Memorandum and Articles of Association of the Company by replacing it with the following paragraph: Upon any sale, transfer or disposition of Class A Ordinary Shares by a holder thereof to any person or entity which is not an Affiliate
Webplus: PWRD/20120511/20-F/3_EX-4.22/000.htm SEC Original: d336323dex422.htm
Equity Transfer Agreement This Agreement is hereby made and concluded by and between the following Parties in Beijing, Peoples Republic of China (hereinafter referred to as China) on July 25, 2011. Party A: Yufeng Chi ID No.: 110108197109148935 Address: 302, Unit 6, 5#, Yicheng Dongyuan Neighborhood, Haidian District, Beijing Qi Zhu ID No.: 110101197208063019 Address: 203, Unit 1, 2#, East
Webplus: PWRD/20120511/20-F/4_EX-4.23/000.htm SEC Original: d336323dex423.htm
Equity Pledge Agreement THIS EQUITY PLEDGE AGREEMENT (this Agreement) is entered into by and among the parties below (the Parties) in Beijing on February 16, 2012. This agreement is valid dating from the signing day of Equity Transfer Agreement, signed by Yufeng Chi, Qi Zhu and Yunfan Zhang on July 25, 2011. Party A: Beijing Perfect World Software Technology Co.,
Webplus: PWRD/20120511/20-F/5_EX-4.24/000.htm SEC Original: d336323dex424.htm
Power of Attorney The shareholders of Beijng Huanxiang Zongheng Chinese Literature Website Co., Ltd. (HZ Co.), Yufeng Chi (ID No.: 110108197109148935), Qi Zhu (ID No.: 110101197208063019) and Yunfan Zhang (ID No.: 510283197902152833) hereby irrevocably authorize Beijing Perfect World Software Co. Ltd. (Registration No.: 110000410295807) to exercise the following rights within the valid term of this Power of Attorney: To authorize
Webplus: PWRD/20120511/20-F/6_EX-4.31/000.htm SEC Original: d336323dex431.htm
Exclusive Technology Support and Service Agreement THIS AGREEMENT (this Agreement) is entered into by and between the two parties below in Beijing on August 1, 2011. Party A: Beijing Perfect World Software Co., Ltd. Address: 306#, No. 86 Beiyuan Road, Chaoyang District, Beijing Party B: Beijing Perfect Moment Pictures Co., Ltd. Address: Room 8152, 3#, Xijing Road, Badachu High-tech Park,
Webplus: PWRD/20120511/20-F/7_EX-4.32/000.htm SEC Original: d336323dex432.htm
Development Cooperation Agreement THIS AGREEMENT (this Agreement) is entered into by and between the two parties below in Beijing on August 1, 2011. Party A: Beijing Perfect Moment Pictures Co., Ltd. Address: Room 8152, 3#, Xijing Road, Badachu High-tech Park, Shijingshan District, Beijing Party B: Beijing Perfect World Software Co., Ltd. Address: 306#, No. 86 Beiyuan Road, Chaoyang District, Beijing
Webplus: PWRD/20120511/20-F/8_EX-4.33/000.htm SEC Original: d336323dex433.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 December 2, 2011. Party A: Beijing Perfect World Software Co., Ltd. Address: 306#, No. 86 Beiyuan Road, Chaoyang District, Beijing Party B: Beijing Perfect Moment Network Technology Co., Ltd. Address: Room 8152, 3#, Xijing Road, Badachu
Webplus: PWRD/20120511/20-F/9_EX-4.34/000.htm SEC Original: d336323dex434.htm
Call Option Agreement THIS CALL OPTION AGREEMENT (this Agreement) is entered into by and among the parties below (the Parties) in Beijing on December 2, 2011. Party A: Beijing Perfect World Software Co., Ltd. Address: 306#, No. 86 Beiyuan Road, Chaoyang District, Beijing Party B: Beijing Perfect Moment Network Technology Co., Ltd. Address: Room 8152, 3#, Xijing Road, Badachu High-tech
Webplus: PWRD/20120511/20-F/10_EX-4.35/000.htm SEC Original: d336323dex435.htm
Equity Pledge Agreement THIS EQUITY PLEDGE AGREEMENT (this Agreement) is entered into by and among the parties below (the Parties) in Beijing on December 3, 2011. Party A: Beijing Perfect World Software Co., Ltd. Domicile: 306#, No. 86 Beiyuan Road, Chaoyang District, Beijing Party B: Beijing Perfect Moment Network Technology Co., Ltd. Address: Room 8152, 3#, Xijing Road, Badachu High-tech
Webplus: PWRD/20120511/20-F/11_EX-4.36/000.htm SEC Original: d336323dex436.htm
Power of Attorney The shareholders of Beijing Perfect Moment Network Technology Co., Ltd., Yufeng Chi (ID No.: 110108197109148935) and Qi Zhu (ID No.: 110101197208063019) (collectively the Authorizers) hereby irrevocably authorize Beijing Perfect World Software Co. Ltd. (Registration No.: 110000410295807) (the Authorized) to exercise the following rights within the valid term of this Power of Attorney: To authorize the Authorized to
Webplus: PWRD/20120511/20-F/12_EX-4.37/000.htm SEC Original: d336323dex437.htm
Exclusive Technology Support and Service Agreement THIS AGREEMENT (this Agreement) is entered into by and between the two parties below in Beijing on November 4, 2011. Party A: Beijing Perfect World Software Co., Ltd. Address: 306#, No. 86 Beiyuan Road, Chaoyang District, Beijing Party B: Tianjin Trendsters Investment Co., Ltd. Address: Room 211-2, IT Park, No. 1 Gonghua Road, Huayuan
Webplus: PWRD/20120511/20-F/13_EX-4.38/000.htm SEC Original: d336323dex438.htm
Development Cooperation Agreement THIS AGREEMENT (this Agreement) is entered into by and between the two parties below in Beijing on November 4, 2011. Party A: Beijing Perfect World Software Co. , Ltd. Address: 306#, No. 86 Beiyuan Road, Chaoyang District, Beijing Party B: Tianjin Trendsters Investment Co., Ltd. Address: Room 211-2, IT Park, No. 1 Gonghua Road, Huayuan Industrial District,
Webplus: PWRD/20120511/20-F/14_EX-4.39/000.htm SEC Original: d336323dex439.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 November 4, 2011. Party A: Beijing Perfect World Software Co., Ltd. Address: 306#, No. 86 Beiyuan Road, Chaoyang District, Beijing Party B: Tianjin Trendsters Investment Co., Ltd. Address: Room 211-2, IT Park, No. 1 Gonghua Road,
Webplus: PWRD/20120511/20-F/15_EX-4.40/000.htm SEC Original: d336323dex440.htm
Call Option Agreement THIS CALL OPTION AGREEMENT (this Agreement) is entered into by and among the parties below (the Parties) in Beijing on November 4, 2011. Party A: Beijing Perfect World Software Co., Ltd. Address: 306#, No. 86 Beiyuan Road, Chaoyang District, Beijing Party B: Tianjin Trendsters Investment Co., Ltd. Address: Room 211-2, IT Park, No. 1 Gonghua Road, Huayuan
Webplus: PWRD/20120511/20-F/16_EX-4.41/000.htm SEC Original: d336323dex441.htm
Equity Pledge Agreement THIS EQUITY PLEDGE AGREEMENT (this Agreement) is entered into by and among the parties below (the Parties) in Beijing on November 4, 2011. Party A: Beijing Perfect World Software Co., Ltd. Address: 306#, No. 86 Beiyuan Road, Chaoyang District, Beijing Party B: Tianjin Trendsters Investment Co., Ltd. Address: Room 211-2, IT Park, No. 1 Gonghua Road, Huayuan
Webplus: PWRD/20120511/20-F/17_EX-4.42/000.htm SEC Original: d336323dex442.htm
Power of Attorney The shareholders of Tianjin Trendsters Investment Co., Ltd. (TT Co.), Qing Li (ID No.: 13282119740504051X) and Qi Zhu (ID No.: 110101197208063019) (collectively the Authorizers) hereby irrevocably authorize Beijing Perfect World Software Co., Ltd. (Registration No.: 110000410295807) (the Authorized) to exercise the following rights within the valid term of this Power of Attorney: To authorize the Authorized to
Webplus: PWRD/20120511/20-F/18_EX-4.43/000.htm SEC Original: d336323dex443.htm
Loan Agreement THIS LOAN AGREEMENT (this Agreement) is entered into by and between the two parties below in Beijing on November 4, 2011. (1) Beijing Perfect World Software Co., Ltd. (the Lender) Legal Address: 306#, No. 86 Beiyuan Road, Chaoyang District, Beijing (2) Qing Li (the Borrower) ID Number: 13282119740504051X Each of the Lender and the Borrower is hereinafter referred
Webplus: PWRD/20120511/20-F/19_EX-8.1/000.htm SEC Original: d336323dex81.htm
Wholly-Owned Subsidiaries 1. Perfect Online Holding Limited, a Hong Kong company 2. Beijing Perfect World Software Co., Ltd., a PRC company 3. Beijing Perfect World Digital Entertainment Software Co., Ltd., a PRC company 4. Chengdu Perfect World Software Co., Ltd., a PRC company 5. Shanghai Perfect World Software Co., Ltd., a PRC company 6. Beijing Perfect World Game Software Co.,
Webplus: PWRD/20120511/20-F/20_EX-12.1/000.htm SEC Original: d336323dex121.htm
Certification I, Michael Yufeng Chi, certify that: 1. I have reviewed this annual report on Form 20-F of Perfect World Co., Ltd.; 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
Webplus: PWRD/20120511/20-F/21_EX-12.2/000.htm SEC Original: d336323dex122.htm
Certification I, Kelvin Wing Kee Lau, certify that: 1. I have reviewed this annual report on Form 20-F of Perfect World Co., Ltd.; 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
Webplus: PWRD/20120511/20-F/22_EX-13.1/000.htm SEC Original: d336323dex131.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. S ICHAEL UFENG HI / Michael Yufeng Chi Chairman and Chief Executive Officer
Webplus: PWRD/20120511/20-F/23_EX-13.2/000.htm SEC Original: d336323dex132.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. S ELVIN ING EE AU / Kelvin Wing Kee Lau Chief Financial Officer
Webplus: PWRD/20120511/20-F/24_EX-15.1/000.htm SEC Original: d336323dex151.htm
[Letterhead of Maples and Calder] Perfect World Co., Ltd. Perfect World Plaza, Tower 306, 86 Beiyuan Road, Chaoyang District Beijing 100101, Peoples Republic of China May 11, 2012 Dear Sirs Perfect World Co., Ltd. Yours faithfully Maples and Calder EX-15.1 24 d336323dex151.htm CONSENT OF MAPLES AND CALDER
Webplus: PWRD/20120511/20-F/25_EX-15.2/000.htm SEC Original: d336323dex152.htm
[Letterhead of King & Wood Mallesons] May 11, 2012 Perfect World Co., Ltd. Perfect World Plaza, Tower 306, 86 Beiyuan Road, Chaoyang District Beijing 100101, The Peoples Republic of China Dear Sirs: Company We have acted as legal advisors as to the Peoples Republic of China law to Perfect World Co., Ltd., an exempted limited liability company incorporated in the
Webplus: PWRD/20120511/20-F/26_EX-15.3/000.htm SEC Original: d336323dex153.htm
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-169333, No. 333-169332, No. 333-161193 and No. 333-146562) of Perfect World Co., Ltd. of our report dated May 11, 2012 relating to the consolidated financial statements and the effectiveness of internal control over financial reporting, which appear
Company Information:
Ticker: PWRD, Company: Perfect World Co., Ltd., Type: 20-F, Date: 2012-05-11CIK: 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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