[March15, 2010 VIA EDGAR Attention: Jennifer Gowetski, Seniorunsel Re: China Lodging, Limited Registration Statement on FormF-1 Dear Ms.Gowetski:mpany Amendment No.2 Staff On behalf of our client, China Lodging, Limited, arporation organized under the laws of theyman Islands (the 2 Set forth below are thempanys responses to themmentsntained in the letterted March12, 2010 from the Staff.]
[Issuer Free Writing Prospectus China Lodging, Limited China Lodging, Limited (or China Lodging) has filed a registration statement on Form F-1,luding a preliminary prospectus (the Preliminary Prospectus), with the SEC for the offering to which this free writing prospectus relates. Before you invest, you should read the registration statement,luding the Preliminary Prospectus, and any other]
[Issuer Free Writing Prospectus China Lodging, Limited China Lodging, Limited (or China Lodging) has filed a registration statement on Form F-1,luding a preliminary prospectus (the Preliminary Prospectus), with the SEC for the offering to which this free writing prospectus relates. Before you invest, you should read the registration statement,luding the Preliminary Prospectus, and any other]
[Subject tompletion,ted March15, 2010 9,000,000American Depositary Shares China Lodging, Limited Representing 36,000,000Ordinary Shares This is our initial public offering. We are offering 9,000,000American depositary shares, orSs, each representing four of our ordinary shares, par value US$0.0001 per share. No public market currently exists for our ordinary shares orSs.] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX-23.1 h03703a2exv23w1.htm 2 EX-23.1] [March 15, 2010 VIA EDGAR Jennifer Gowetski, Seniorunsel Re: China Lodging, Limited Amendment No.2 to Registration Statement on FormF-1 Publicly Filed on March5, 2010 Dear Ms.Gowetski:mpany Amendment No.2 On behalf of our client, China Lodging, Limited, arporation organized under the laws of theyman Islands (the]
[March 12, 2010 VIA EDGAR Jennifer Gowetski, Senior Counsel Re: China Lodging Group, Limited Amendment No. 1 to Registration Statement on Form F-1 Publicly Filed on March 5, 2010 Dear Ms. Gowetski: Company Amendment No. 1 On behalf of our client, China Lodging Group, Limited, a corporation organized under the laws of the Cayman Islands (the If you]
[March 12, 2010 VIA EDGAR Jennifer Gowetski, Senior Counsel Re: China Lodging Group, Limited Amendment No. 1 to Registration Statement on Form F-1 Publicly Filed on March 5, 2010 Dear Ms. Gowetski: Company Amendment No. 1 On behalf of our client, China Lodging Group, Limited, a corporation organized under the laws of the Cayman Islands (the If you]
[] [The Companies Law (Revised) Company Limited by Shares THE AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF China Lodging Group, Limited 1. The name of the Company is China Lodging Group, Limited. 2. The Registered Office of the Company shall be at the offices of Cricket Square, Hutchins Drive, P.O.Box 2681, Grand Cayman KY1-1111, Cayman Islands. 3. Subject to the following] [TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.1 ADS Distribution Record Date 1 Section 1.2 ADS Record Date 1 Section 1.3 Affiliate 2 Section 1.4 American Depositary Receipt(s), ADR(s) and Receipt(s) 2 Section 1.5 American Depositary Share(s) and ADS(s) 2 Section 1.6 Articles of Association 2 Section 1.7 Beneficial Owner 2 Section 1.8 Certificated ADS(s) 3 Section 1.9 Commission] [12 March 2010 China Lodging Group, Limited DIRECT LINE: 852 2842 9550 5th Floor, Block 57 E-MAIL Brian.lee@conyersdillandpearman.com No. 461, Hongcao Road OUR REF: BLHK/321081(M#873821) Shanghai 200233 YOUR REF: Peoples Republic of China Dear Sirs, China Lodging Group, Limited (the Company) For the purposes of giving this opinion, we have examined a copy of the Registration Statement. We have also] [12 March 2010 China Lodging Group, Limited DIRECT LINE: 852 2842 9550 5th Floor, Block 57 E-MAIL Brian.lee@conyersdillandpearman.com No. 461, Hongcao Road OUR REF: BLHK/kl/320389(M#873821) Shanghai 200233 YOUR REF: Peoples Republic of China Dear Sirs, China Lodging Group, Limited (the Company) Shares Registration Statement Securities Act Commission We have acted as special legal counsel in the Cayman Islands to the] [Execution Version SUBSCRIPTION AGREEMENT Agreement This Subscription Agreement (this (1) Company China Lodging Group, Limited, a company incorporated in the Cayman Islands (the (2) Purchaser Party, Parties Ctrip.com International, Ltd., a company incorporated in the Cayman Islands (the W I T N E S S E T H WHEREAS Registration Statement SEC Offering ADS Ordinary Shares WHEREAS] [Execution Version INVESTOR AND REGISTRATION RIGHTS AGREEMENT Agreement THIS INVESTOR REGISTRATION RIGHTS AGREEMENT (this (1) Company China Lodging Group, Limited, a company incorporated in the Cayman Islands (the (2) Investor Ctrip.com International, Ltd., a company incorporated in the Cayman Islands (the Parties Party The parties listed above are referred to herein collectively as RECITALS A. Subscription] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deloitte Touche Tohmatsu CPA Ltd. EX-23.1 8 h03703a1exv23w1.htm EX-23.1] [March 12, 2010 China Lodging Group, Limited Ladies and Gentlemen: [ Sincerely yours, Min Fan EX-23.9 9 h03703a1exv23w9.htm EX-23.9]
[] [The Companies Law (Revised) Company Limited by Shares THE AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF China Lodging Group, Limited 1. The name of the Company is China Lodging Group, Limited. 2. The Registered Office of the Company shall be at the offices of Cricket Square, Hutchins Drive, P.O.Box 2681, Grand Cayman KY1-1111, Cayman Islands. 3. Subject to the following] [TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.1 ADS Distribution Record Date 1 Section 1.2 ADS Record Date 1 Section 1.3 Affiliate 2 Section 1.4 American Depositary Receipt(s), ADR(s) and Receipt(s) 2 Section 1.5 American Depositary Share(s) and ADS(s) 2 Section 1.6 Articles of Association 2 Section 1.7 Beneficial Owner 2 Section 1.8 Certificated ADS(s) 3 Section 1.9 Commission] [12 March 2010 China Lodging Group, Limited DIRECT LINE: 852 2842 9550 5th Floor, Block 57 E-MAIL Brian.lee@conyersdillandpearman.com No. 461, Hongcao Road OUR REF: BLHK/321081(M#873821) Shanghai 200233 YOUR REF: Peoples Republic of China Dear Sirs, China Lodging Group, Limited (the Company) For the purposes of giving this opinion, we have examined a copy of the Registration Statement. We have also] [12 March 2010 China Lodging Group, Limited DIRECT LINE: 852 2842 9550 5th Floor, Block 57 E-MAIL Brian.lee@conyersdillandpearman.com No. 461, Hongcao Road OUR REF: BLHK/kl/320389(M#873821) Shanghai 200233 YOUR REF: Peoples Republic of China Dear Sirs, China Lodging Group, Limited (the Company) Shares Registration Statement Securities Act Commission We have acted as special legal counsel in the Cayman Islands to the] [Execution Version SUBSCRIPTION AGREEMENT Agreement This Subscription Agreement (this (1) Company China Lodging Group, Limited, a company incorporated in the Cayman Islands (the (2) Purchaser Party, Parties Ctrip.com International, Ltd., a company incorporated in the Cayman Islands (the W I T N E S S E T H WHEREAS Registration Statement SEC Offering ADS Ordinary Shares WHEREAS] [Execution Version INVESTOR AND REGISTRATION RIGHTS AGREEMENT Agreement THIS INVESTOR REGISTRATION RIGHTS AGREEMENT (this (1) Company China Lodging Group, Limited, a company incorporated in the Cayman Islands (the (2) Investor Ctrip.com International, Ltd., a company incorporated in the Cayman Islands (the Parties Party The parties listed above are referred to herein collectively as RECITALS A. Subscription] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deloitte Touche Tohmatsu CPA Ltd. EX-23.1 8 h03703a1exv23w1.htm EX-23.1] [March 12, 2010 China Lodging Group, Limited Ladies and Gentlemen: [ Sincerely yours, Min Fan EX-23.9 9 h03703a1exv23w9.htm EX-23.9]
