20-F – Page 141 – China Stock Advice

EDU [New Oriental Education & Technology] 20-F: Title of Each Class Name of Exchange on

[Title of Each Class Name of Exchange on Which Registered American depositary shares, each representing onemmon share*mmon shares, par value US$0.01 per share** * Effective August18, 2011, the ratio ofSs to ourmmon shares was changed from oneS representing fourmmon shares to oneS representing onemmon share.] [STYLE="font-family:Times New Roman" SIZE="2"> New Enrollment System Development Servicereement Party A: Beijing Decision Education&nsulting Party B: [Name of ahool or subsidiary of New Oriental China] STYLE="font-family:Times New Roman" SIZE="2"> (1) WHEREAS, Party A, a wholly owned foreign enterprise duly organized and existing under laws, ownsnsiderable technicalpability andundant business experience in software development and hardware services;] [HS Intelligent Learning Progress Management System STYLE="font-family:Times New Roman" SIZE="2"> Development Servicereement Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Hewstone Technology STYLE="font-family:Times New Roman" SIZE="2"> (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the development] [Educationll Center Platform Development Service STYLE="font-family:Times New Roman" SIZE="2">reement Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Pioneer Technologympany Limited STYLE="font-family:Times New Roman" SIZE="2"> (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide the development andily maintenance services] [CRM System Development Servicereement STYLE="font-family:Times New Roman" SIZE="2"> Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Pioneer Technologympany Limited (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the development andily maintenance services of CRM system; and] [Students Online Service Platform System Development STYLE="font-family:Times New Roman" SIZE="2"> Servicereement Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Shanghai Smart Words Software Technologympany Limited STYLE="font-family:Times New Roman" SIZE="2"> (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide the] [Courses Search Platform System Development Service STYLE="font-family:Times New Roman" SIZE="2">reement Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Shanghai Smart Words Software Technologympany Limited STYLE="font-family:Times New Roman" SIZE="2"> (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide the development] [STYLE="font-family:Times New Roman" SIZE="2">Agreement No: Softwarelesreement STYLE="font-family:Times New Roman" SIZE="2"> Party A: [Name of a Wholly Owned Subsidiary of New Oriental Education& Technology]dress: [Address of Party A] STYLE="font-family:Times New Roman" SIZE="2">Zipde: [Zipde of Party A]ntact person: [Contact person of Party A] Tel: [Tel of Party A]] [Technology Servicereement STYLE="font-family:Times New Roman" SIZE="2"> Teaching and Research Materialsmpiling System V1.0 Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Smart Wood Technology (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the development andily maintenance services] [Technology Servicereement STYLE="font-family:Times New Roman" SIZE="2"> Distance Teacher Development System V1.0 Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Smart Wood Technology STYLE="font-family:Times New Roman" SIZE="2"> (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the development] [Technology Servicereement STYLE="font-family:Times New Roman" SIZE="2"> Book Evaluation and Research System V1.0 Party A: [Name of ahool or subsidiary of New Oriental China] Party B: Beijing Smart Wood Technology STYLE="font-family:Times New Roman" SIZE="2"> (1) WHEREAS, Party A, ampany engaged in selling quality books and multi-media products, needs Party B to provide it the development andily] [Technology Servicereement STYLE="font-family:Times New Roman" SIZE="2"> Diagnostic and Evaluation of Students Learning System V1.0 Party A: [Name of ahool or subsidiary of New Oriental China] STYLE="font-family:Times New Roman" SIZE="2"> Party B: Beijing Smart Wood Technology (1) WHEREAS, Party A, ansultingmpany engaged in providingnsulting services related to overseas study, needs Party B to provide it the] [Knowledge Management Platform Knowledge-Based System Research and Development Technical Servicereement STYLE="font-family:Times New Roman" SIZE="2"> Party A: [Name of a subsidiary of New Oriental China] STYLE="font-family:Times New Roman" SIZE="2"> Party B: Beijing Decision Education&nsulting (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the] [iLearn Platform Research and Development Technical Servicereement STYLE="font-family:Times New Roman" SIZE="2"> Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Decision Education&nsulting (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the research and development technical service of iLearn] [Intelligent Test Paper Reconstruction Platform Research and Development Technical Servicereement STYLE="font-family:Times New Roman" SIZE="2"> 1. Parties Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Right Time Technology 2. Definition 2.1 Relevant terms used in thisreement are defined the followings: STYLE="font-family:Times New Roman" SIZE="2">Intelligent Test Paper Reconstruction Platform: means the Intelligent] [Technical Servicereement STYLE="font-family:Times New Roman" SIZE="2"> Teachingta Statistical Analysis Platform Research and Development Technical Service 1. Parties Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Right Time Technology 2. Definition 2.1 Relevant terms used in thisreement are defined the followings:] [Admissionilitysessment Platform Research and Development Technical Servicereement STYLE="font-family:Times New Roman" SIZE="2"> 1. Parties Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Right Time Technology 2. Definition 2.1 Relevant terms used in thisreement are defined the followings: STYLE="font-family:Times New Roman" SIZE="2">Admissionilitysessment Platform: means themissionilitysessment Platform researched and developed on the basis] [Smart Office Platform Research and Development Technical Servicereement STYLE="font-family:Times New Roman" SIZE="2"> Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Joy Tend Technology (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the research and development technical service] [CMS Websitentent Platform Research and Development Technical Servicereement STYLE="font-family:Times New Roman" SIZE="2"> Party A: [Name of a subsidiary of New Oriental China] Party B: Beijing Joy Tend Technology STYLE="font-family:Times New Roman" SIZE="2"> (1) WHEREAS, Party A, a privatehool in China engaged in providing language training and relevanturses, needs Party B to provide it the research] [List of Subsidiaries and Variable Interest Entities STYLE="font-family:Times New Roman" SIZE="2"> Subsidiaries: Jurisdictionof Direct Parentmpany of the Subsidiary and its Jurisdiction of Beijing Boostring Education&nsulting Beijing Judgment Education &nsulting (PRC) Beijing Chao Yang District Kindergarten of Stars Beijing New Oriental Stars Education &nsulting (PRC)] [STYLE="font-family:Times New Roman" SIZE="2"> I, Michael Minhong Yu, certify that: 1. I have reviewed this annual report on Form 20-F of New Oriental Education& Technology; 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] [Certification by the Principal Financial Officer STYLE="font-family:Times New Roman" SIZE="2"> I, Louis T. Hsieh, certify that: 1. I have reviewed this annual report on Form 20-F of New Oriental Education& Technology; 2. Based on my knowledge, this report does notntain any untrue statement of a material fact or omit to state a material fact necessary] [STYLE="font-family:Times New Roman" SIZE="2"> (1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Michael Minhong Yu Chief Executive Officer EX-13.1 d566858dex131.htm 23 EX-13.1] [Certification by the Principal Financial Officer STYLE="font-family:Times New Roman" SIZE="2"> (1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Louis T. Hsieh President and Chief Financial Officer EX-13.2 d566858dex132.htm 24 EX-13.2] [TIAN YUAN LAW FIRM STYLE="font-family:Times New Roman" SIZE="2"> 10/F, CPIC Plaza, No. 28 FengSheng Hutong, Xicheng District, Beijing, 100032, STYLE="font-family:Times New Roman" SIZE="2"> P.R.China Tel: (8610) 5776-3888; Fax: (8610)5776-3777. STYLE="font-family:Times New Roman" SIZE="2"> New Oriental Education& Technology STYLE="font-family:Times New Roman" SIZE="2">No.6 Hai Dian Zhong Street Haidian District, Beijing 100080 Peoples Republic of China] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM STYLE="font-family:Times New Roman" SIZE="2"> Wensent to theorporation by reference in the Registration Statements No. 333-172020 and 333-140083 on Form S-8 of our reportsted September 27, 2013, relating to thensolidated financial statements and financial statementhedule of New Oriental Education & Technology its subsidiaries, variable interest entity and itshools and]

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CO [China Cord Blood] 20-F: (Original Filing)

[TABLE OF CONTENTS PART I 4 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 4 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 4 ITEM 3. KEY INFORMATION 4 A. Selected financial data 4 B. Capitalization and Indebtedness 6 C. Reasons for the Offer and Use of Proceeds 7 D. Risk factors 7 ITEM 4. INFORMATION ON THE COMPANY 36] [Guangzhou City Real Estate Property Purchase Agreement Seller (Party A): Guangzhou Hezhong CD Manufacturing Co., Ltd. Legal Representative: ZHU Suifeng Buyer (Party B): Guangzhou Municipality Tianhe Nuoya Bio-engineering Co., Ltd. Legal Representative: ZHENG Ting Article I Party A desires to transfer the real estate property it owns, including the land use right to the surrounding public green area and road] [Hundsun (Hangzhou) Science & Technology Park Property Transfer Agreement Contract #: H216 ( Party A (Transferor): Hangzhou Hundsun Baichuan Technology Co., Ltd. Legal Representative: HU Weiguo Party B (Transferee): Beijing Jiachenhong Biological Technologies Co., Ltd. Legal Representative: DENG Yue Article I Background of the Construction Project Party A entered into an agreement “State Construction Land Use Right Transfer Contract” (contract] [List of Subsidiaries Name Jurisdiction China Cord Blood Services Corporation Cayman Islands China Stem Cells Holdings Limited Cayman Islands Beijing Jiachenhong Biological Technologies Co., Ltd. People’s Republic of China Guangzhou Municipality Tianhe Nuoya Bio-engineering Co., Ltd. People’s Republic of China Zhejiang Lukou Biotechnology Co., Ltd. People’s Republic of China China Stem Cells (East) Company Limited British Virgin Islands China Stem] [Certification I, Ting Zheng, certify that: 1. I have reviewed this annual report on Form 20-F of China Cord Blood Corporation; 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] [Certification I, Albert Chen, certify that: 1. I have reviewed this annual report on Form 20-F of China Cord Blood Corporation; 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] [Certification CHINA CORD BLOOD CORPORATION July 31, 2013 Ting Zheng Chief Executive Officer July 31, 2013 Albert Chen Chief Financial Officer (Principal Financial and Accounting Officer)] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors China Cord Blood Corporation: Hong Kong, China July 31, 2013]

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CO [China Cord Blood] 20-F: TABLE OF CONTENTS PART I 4 ITEM 1.

[TABLE OF CONTENTS PART I 4 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 4 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 4 ITEM 3. KEY INFORMATION 4 A. Selected financial data 4 B. Capitalization and Indebtedness 6 C. Reasons for the Offer and Use of Proceeds 7 D. Risk factors 7 ITEM 4. INFORMATION ON THE COMPANY 36] [Guangzhou City Real Estate Property Purchase Agreement Seller (Party A): Guangzhou Hezhong CD Manufacturing Co., Ltd. Legal Representative: ZHU Suifeng Buyer (Party B): Guangzhou Municipality Tianhe Nuoya Bio-engineering Co., Ltd. Legal Representative: ZHENG Ting Article I Party A desires to transfer the real estate property it owns, including the land use right to the surrounding public green area and road] [Hundsun (Hangzhou) Science & Technology Park Property Transfer Agreement Contract #: H216 ( Party A (Transferor): Hangzhou Hundsun Baichuan Technology Co., Ltd. Legal Representative: HU Weiguo Party B (Transferee): Beijing Jiachenhong Biological Technologies Co., Ltd. Legal Representative: DENG Yue Article I Background of the Construction Project Party A entered into an agreement “State Construction Land Use Right Transfer Contract” (contract] [List of Subsidiaries Name Jurisdiction China Cord Blood Services Corporation Cayman Islands China Stem Cells Holdings Limited Cayman Islands Beijing Jiachenhong Biological Technologies Co., Ltd. People’s Republic of China Guangzhou Municipality Tianhe Nuoya Bio-engineering Co., Ltd. People’s Republic of China Zhejiang Lukou Biotechnology Co., Ltd. People’s Republic of China China Stem Cells (East) Company Limited British Virgin Islands China Stem] [Certification I, Ting Zheng, certify that: 1. I have reviewed this annual report on Form 20-F of China Cord Blood Corporation; 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] [Certification I, Albert Chen, certify that: 1. I have reviewed this annual report on Form 20-F of China Cord Blood Corporation; 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] [Certification CHINA CORD BLOOD CORPORATION July 31, 2013 Ting Zheng Chief Executive Officer July 31, 2013 Albert Chen Chief Financial Officer (Principal Financial and Accounting Officer)] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors China Cord Blood Corporation: Hong Kong, China July 31, 2013]

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CO [Chinard Bloodrp] 20-F: (Original Filing)

[TABLE OFNTENTS PART I 4 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT ANDVISERS 4 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 4 ITEM 3. KEY INFORMATION 4 A. Selected financialta 4 B.pitalization and Indebtedness 6 C. Reasons for the Offer and Use of Proceeds 7 D. Risk factors] [Guangzhou City Real Estate Property Purchasereement Seller (Party A):Guangzhou Hezhong CD Manufacturing Legal Representative:ZHU Suifeng Buyer (Party B):Guangzhou Municipality Tianhe Nuoya Bio-engineering Legal Representative:ZHENG Ting Article IParty A desires to transfer the real estate property it owns,luding the land use right to the surrounding public green area and road (See Property Layout Plan attached for] [Hundsun (Hangzhou)ience & Technology Park Property Transferreementntract #: H216 ( Party A (Transferor): Hangzhou Hundsun Baichuan Technology Legal Representative: HU Weiguo Party B (Transferee): Beijing Jiachenhong Biological Technologies Legal Representative: DENG Yue Article IBackground of thenstruction Project Party A entered into anreement Statenstruction Land Use Right Transferntract (contract No. 3301102009A21063) with Hangzhou Municipal Bureau of] [List of Subsidiaries Name Jurisdiction Chinard Blood Servicesrporationyman Islands China Stem Cellss Limitedyman Islands Beijing Jiachenhong Biological Technologies Peoples Republic of China Guangzhou Municipality Tianhe Nuoya Bio-engineering Peoples Republic of China Zhejiang Lukou Biotechnology Peoples Republic of China China Stem Cells (East)mpany Limited] [Certification I, Ting Zheng, certify that: 1. I have reviewed this annual report on Form 20-F of Chinard Bloodrporation; 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] [Certification I,bert Chen, certify that: 1. I have reviewed this annual report on Form 20-F of Chinard Bloodrporation; 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 such] [Certification CHINARD BLOODRPORATION July 31, 2013 Ting Zheng Chief Executive Officer July 31, 2013bert Chen Chief Financial Officer (Principal Financial and Accounting Officer) v349858_ex13-1.htm 7 EX-13.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors Chinard Bloodrporation: Hong Kong, China July 31, 2013 v349858_ex15-1.htm 8 EX-15.1]

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CO [Chinard Bloodrp] 20-F: TABLE OFNTENTS PART I 4 ITEM 1. IDENTITY

[TABLE OFNTENTS PART I 4 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT ANDVISERS 4 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 4 ITEM 3. KEY INFORMATION 4 A. Selected financialta 4 B.pitalization and Indebtedness 6 C. Reasons for the Offer and Use of Proceeds 7 D. Risk factors] [Guangzhou City Real Estate Property Purchasereement Seller (Party A):Guangzhou Hezhong CD Manufacturing Legal Representative:ZHU Suifeng Buyer (Party B):Guangzhou Municipality Tianhe Nuoya Bio-engineering Legal Representative:ZHENG Ting Article IParty A desires to transfer the real estate property it owns,luding the land use right to the surrounding public green area and road (See Property Layout Plan attached for] [Hundsun (Hangzhou)ience & Technology Park Property Transferreementntract #: H216 ( Party A (Transferor): Hangzhou Hundsun Baichuan Technology Legal Representative: HU Weiguo Party B (Transferee): Beijing Jiachenhong Biological Technologies Legal Representative: DENG Yue Article IBackground of thenstruction Project Party A entered into anreement Statenstruction Land Use Right Transferntract (contract No. 3301102009A21063) with Hangzhou Municipal Bureau of] [List of Subsidiaries Name Jurisdiction Chinard Blood Servicesrporationyman Islands China Stem Cellss Limitedyman Islands Beijing Jiachenhong Biological Technologies Peoples Republic of China Guangzhou Municipality Tianhe Nuoya Bio-engineering Peoples Republic of China Zhejiang Lukou Biotechnology Peoples Republic of China China Stem Cells (East)mpany Limited] [Certification I, Ting Zheng, certify that: 1. I have reviewed this annual report on Form 20-F of Chinard Bloodrporation; 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] [Certification I,bert Chen, certify that: 1. I have reviewed this annual report on Form 20-F of Chinard Bloodrporation; 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 such] [Certification CHINARD BLOODRPORATION July 31, 2013 Ting Zheng Chief Executive Officer July 31, 2013bert Chen Chief Financial Officer (Principal Financial and Accounting Officer) v349858_ex13-1.htm 7 EX-13.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors Chinard Bloodrporation: Hong Kong, China July 31, 2013 v349858_ex15-1.htm 8 EX-15.1]

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CNR [CHINA METRO-RURAL] 20-F: (Title of each class) (Name of each exchange

[(Title of each class) (Name of each exchange on which registered) Ordinary shares, par value NYSE MKT None (Title of Class) None (Title of Class) 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. As of March 31, 2013 there] [ICBC/CMB Syndicated Loan Contract Contract Number: China Northeast Logistics City Co., Ltd. Northeast City Central Arcade Project Loan RMB Syndicated Loan Borrower: China Northeast Logistics City Co., Ltd. Lender: ICBC Shenzhen Branch ICBC Liaoning Branch China Merchant Bank June 2012 ICBC/CMB Syndicated Loan Contract Content 1. Definitions 2. Loan Limit 3. Tenure of the Loan 4. Purpose of the Loan] [SPD Bank Working Capital Loan Contract Contract Number: The Borrower: China Northeast Logistics City Co., Ltd. The Lender:_Shanghai Pudong Development Bank Co., Ltd. Shenyang Branch Whereas: ü At the same time, the Borrower and Lender ascertain the following prerequisites ( x Blank This Contract is signed as the supplemental financing agreement to the Credit Facility Agreement (hereunder referred to as] [SPD Bank Working Capital Loan Contract Contract Number: The Borrower: China Northeast Logistics City Co., Ltd. The Lender:_Shanghai Pudong Development Bank Co., Ltd. Shenyang Branch Whereas: ü At the same time, the Borrower and Lender ascertain the following prerequisites ( x Blank This Contract is signed as the supplemental financing agreement to the Credit Facility Agreement (hereunder referred to as] [October 15, 2012 CHINA METRO-RURAL LIMITED (Seller) And Tieling North Asia Development Co., Ltd. (Tieling Company) And Run Xing Investments Limited (Company A) and Honour Noble Holdings Limited (Company B) (Collectively referred to as the Purchasers) And SU Shaobin And Qiqihar China Focus City Holdings (Group) Co., Ltd. (Target B) Agreement for the Acquisition of (1) China Focus City (H.K.)] [Bank of China Fixed Assets Loan Contract The Borrower: Dezhou Northeast Logistics City Co., Ltd. The Lender: Bank of China, Dezhou Decheng Branch The Borrower and the Lender has entered into this fixed assets contract (this Contract) upon mutual agreement. Section 1 Loan Amount RMB Loan amount: (In words) Sixty-Five Million (In numbers) 65,000,000 Section 2 Tenure of the Loan] [ICBC/CMB Syndicated Loan Contract Contract Number: China Northeast Logistics City Co., Ltd. Northeast City Zones F and G Project Loan RMB Syndicated Loan Borrower: China Northeast Logistics City Co., Ltd. Lender: ICBC Shenzhen Branch ICBC Liaoning Branch China Merchant Bank October 2012 ICBC/CMB Syndicated Loan Contract Content 1. Definitions 2. Loan Limit 3. Tenure of the Loan 4. Purpose of] [Tieling Commercial Bank Loan Contract The Borrower: China Northeast Logistics City Co., Ltd. The Lender: Bank of Tieling , Development Zone Branch The Borrower and the Lender and has entered into this Contract relating to grant of the loan to the Borrower, and is agreed by both parties unanimously. Section 1 Terms of the Loan Paragraph 1. Purpose of the] [Dated: 15 th day of March, 2013 ******************************** CHINA METRO-RURAL LIMITED and UNITED SUCCESS DEVELOPMENTS LIMITED ******************************** LOAN AGREEMENT ******************************** 1 THIS LOAN AGREEMENT th day of March, Two Thousand and Thirteen 15 . made this BETWEEN : (I) CHINA METRO - RURAL LIMITED CHINA METRO RURAL HOLDINGS LIMITED (II) UNITED SUCCESS DEVELOPMENTS LIMITED WHEREAS :- Twenty Million Hong Kong] [LIST OF SUBSIDIARIES 1. China Metro-Rural Limited, a Cayman Islands incorporated company continued in BVI 2. China Metro-Rural Exchange Limited, 3. China Northeast Logistics City Co., Ltd. , 4. Tieling Northeast City Advertising Co., Ltd., 5. Tieling North Asia Property Management Co., Ltd., 6. Tieling North Asia Development Co., Ltd., 7. Shenyang Jiataihe Investments Co., Ltd., 8. Tieling Northeast City] [Section 302 of the Sarbanes-Oxley Act of 2002 I, Sio Kam Seng, certify that: 1. I have reviewed this Annual Report on Form 20-F of China Metro-Rural Holdings Limited (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] [Section 302 of the Sarbanes-Oxley Act of 2002 I, Lee Che Chiu, certify that: 1. I have reviewed this Annual Report on Form 20-F of China Metro-Rural Holdings Limited (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] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. July 18, 2013 Sio Kam Seng Chief Executive Officer EX-13.1 13 d565422dex131.htm EX-13.1] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. July 18, 2013 Lee Che Chiu Chief Financial Officer EX-13.2 14 d565422dex132.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-165783), Registration Statement on Form F-3 (No. 333-171825) and Registration Statement on Form F-3 (No. 333-184774) of China Metro-Rural Holdings Limited of our report dated July 18, 2013 relating to the financial statements, which appears in this] [CONSENT OF VALUATION FIRM [Letterhead of Intelliwise Financial Engineering Advisory Corp. Ltd.] Yea-Mow Chen, Chairman Intelliwise Financial Engineering Advisory Corp. Ltd. EX-15.2 16 d565422dex152.htm EX-15.2] [CONSENT OF VALUATION FIRM [Letterhead of Savills Valuation and Professional Services Limited] The Board of Directors China Metro-Rural Holdings Limited Suite 2204, 22/F Sun Life Tower The Gateway 15 Canton Road Tsimshatsui Kowloon Hong Kong 18 July 2013 Our Ref.: HK/2013/VPS/10103(CL)/AL/NC/fc Dear Sirs, RE: CHINA METRO-RURAL HOLDINGS LIMITED (THE COMPANY) We hereby consent to the use of the information contained]

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CNR [CHINA METRO-RURAL] 20-F: (Original Filing)

[(Title of each class) (Name of each exchange on which registered) Ordinary shares, par value NYSE MKT None (Title of Class) None (Title of Class) 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. As of March 31, 2013 there] [ICBC/CMB Syndicated Loan Contract Contract Number: China Northeast Logistics City Co., Ltd. Northeast City Central Arcade Project Loan RMB Syndicated Loan Borrower: China Northeast Logistics City Co., Ltd. Lender: ICBC Shenzhen Branch ICBC Liaoning Branch China Merchant Bank June 2012 ICBC/CMB Syndicated Loan Contract Content 1. Definitions 2. Loan Limit 3. Tenure of the Loan 4. Purpose of the Loan] [SPD Bank Working Capital Loan Contract Contract Number: The Borrower: China Northeast Logistics City Co., Ltd. The Lender:_Shanghai Pudong Development Bank Co., Ltd. Shenyang Branch Whereas: ü At the same time, the Borrower and Lender ascertain the following prerequisites ( x Blank This Contract is signed as the supplemental financing agreement to the Credit Facility Agreement (hereunder referred to as] [SPD Bank Working Capital Loan Contract Contract Number: The Borrower: China Northeast Logistics City Co., Ltd. The Lender:_Shanghai Pudong Development Bank Co., Ltd. Shenyang Branch Whereas: ü At the same time, the Borrower and Lender ascertain the following prerequisites ( x Blank This Contract is signed as the supplemental financing agreement to the Credit Facility Agreement (hereunder referred to as] [October 15, 2012 CHINA METRO-RURAL LIMITED (Seller) And Tieling North Asia Development Co., Ltd. (Tieling Company) And Run Xing Investments Limited (Company A) and Honour Noble Holdings Limited (Company B) (Collectively referred to as the Purchasers) And SU Shaobin And Qiqihar China Focus City Holdings (Group) Co., Ltd. (Target B) Agreement for the Acquisition of (1) China Focus City (H.K.)] [Bank of China Fixed Assets Loan Contract The Borrower: Dezhou Northeast Logistics City Co., Ltd. The Lender: Bank of China, Dezhou Decheng Branch The Borrower and the Lender has entered into this fixed assets contract (this Contract) upon mutual agreement. Section 1 Loan Amount RMB Loan amount: (In words) Sixty-Five Million (In numbers) 65,000,000 Section 2 Tenure of the Loan] [ICBC/CMB Syndicated Loan Contract Contract Number: China Northeast Logistics City Co., Ltd. Northeast City Zones F and G Project Loan RMB Syndicated Loan Borrower: China Northeast Logistics City Co., Ltd. Lender: ICBC Shenzhen Branch ICBC Liaoning Branch China Merchant Bank October 2012 ICBC/CMB Syndicated Loan Contract Content 1. Definitions 2. Loan Limit 3. Tenure of the Loan 4. Purpose of] [Tieling Commercial Bank Loan Contract The Borrower: China Northeast Logistics City Co., Ltd. The Lender: Bank of Tieling , Development Zone Branch The Borrower and the Lender and has entered into this Contract relating to grant of the loan to the Borrower, and is agreed by both parties unanimously. Section 1 Terms of the Loan Paragraph 1. Purpose of the] [Dated: 15 th day of March, 2013 ******************************** CHINA METRO-RURAL LIMITED and UNITED SUCCESS DEVELOPMENTS LIMITED ******************************** LOAN AGREEMENT ******************************** 1 THIS LOAN AGREEMENT th day of March, Two Thousand and Thirteen 15 . made this BETWEEN : (I) CHINA METRO - RURAL LIMITED CHINA METRO RURAL HOLDINGS LIMITED (II) UNITED SUCCESS DEVELOPMENTS LIMITED WHEREAS :- Twenty Million Hong Kong] [LIST OF SUBSIDIARIES 1. China Metro-Rural Limited, a Cayman Islands incorporated company continued in BVI 2. China Metro-Rural Exchange Limited, 3. China Northeast Logistics City Co., Ltd. , 4. Tieling Northeast City Advertising Co., Ltd., 5. Tieling North Asia Property Management Co., Ltd., 6. Tieling North Asia Development Co., Ltd., 7. Shenyang Jiataihe Investments Co., Ltd., 8. Tieling Northeast City] [Section 302 of the Sarbanes-Oxley Act of 2002 I, Sio Kam Seng, certify that: 1. I have reviewed this Annual Report on Form 20-F of China Metro-Rural Holdings Limited (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] [Section 302 of the Sarbanes-Oxley Act of 2002 I, Lee Che Chiu, certify that: 1. I have reviewed this Annual Report on Form 20-F of China Metro-Rural Holdings Limited (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] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. July 18, 2013 Sio Kam Seng Chief Executive Officer EX-13.1 13 d565422dex131.htm EX-13.1] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. July 18, 2013 Lee Che Chiu Chief Financial Officer EX-13.2 14 d565422dex132.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-165783), Registration Statement on Form F-3 (No. 333-171825) and Registration Statement on Form F-3 (No. 333-184774) of China Metro-Rural Holdings Limited of our report dated July 18, 2013 relating to the financial statements, which appears in this] [CONSENT OF VALUATION FIRM [Letterhead of Intelliwise Financial Engineering Advisory Corp. Ltd.] Yea-Mow Chen, Chairman Intelliwise Financial Engineering Advisory Corp. Ltd. EX-15.2 16 d565422dex152.htm EX-15.2] [CONSENT OF VALUATION FIRM [Letterhead of Savills Valuation and Professional Services Limited] The Board of Directors China Metro-Rural Holdings Limited Suite 2204, 22/F Sun Life Tower The Gateway 15 Canton Road Tsimshatsui Kowloon Hong Kong 18 July 2013 Our Ref.: HK/2013/VPS/10103(CL)/AL/NC/fc Dear Sirs, RE: CHINA METRO-RURAL HOLDINGS LIMITED (THE COMPANY) We hereby consent to the use of the information contained]

By info| 2016-03-20T07:10:14+00:00 July 18th, 2013|Categories: Chinese Stocks, CNR, SEC Original|Tags: 0001468944, 20-F, 2013-07-18, 6500, CNR, REAL ESTATE|0 Comments

DSWL [DESWELL INDUSTRIES] 20-F: (Original Filing)

[TABLE OF CONTENTS Page INTRODUCTION 3 FINANCIAL STATEMENTS AND CURRENCY PRESENTATION 3 PART I 3 Item 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS 3 Item 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 Item 3. KEY INFORMATION 3] [CERTIFICATION OF CHIEF EXECUTIVE OFFICER REQUIRED BY RULE 13A-14(A) I, FRANKI S. F. TSE, certify that: 1. I have reviewed this Annual Report on Form 20-F of Deswell Industries, 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,] [CERTIFICATION OF CHIEF FINANCIAL OFFICER REQUIRED BY RULE 13A-14(A) I, HERMAN WONG, certify that: 1. I have reviewed this Annual Report on Form 20-F of Deswell Industries, 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] [(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Franki S. F. Tse, Chief Executive Officer Herman Wong, Chief Financial Officer EX-13.1 4 dswl031320f_ex13-1.htm EX-13.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deswell Industries, Inc. We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File Nos. 333-110236, 333-130738, 333-147790 and 333-171314) of Deswell Industries, Inc. (the “Company”) of our reports dated July 16, 2013, relating to the consolidated financial statements and the effectiveness of the Company’s internal control over] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deswell Industries, Inc. We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File Nos. 333-110236, 333-130738, 333-147790 and 333-171314) of Deswell Industries, Inc. (the “Company”) of our report dated August 2, 2011, relating to the consolidated financial statements which appear in this Form 20-F. BDO Limited Hong]

By info| 2016-03-02T02:45:56+00:00 July 16th, 2013|Categories: Chinese Stocks, DSWL, SEC Original|Tags: 0000946936, 20-F, 2013-07-16, 3089, DSWL, PLASTICS PRODUCTS, NEC|0 Comments

DSWL [DESWELL INDUSTRIES] 20-F: TABLE OF CONTENTS Page INTRODUCTION 3 FINANCIAL STATEMENTS

[TABLE OF CONTENTS Page INTRODUCTION 3 FINANCIAL STATEMENTS AND CURRENCY PRESENTATION 3 PART I 3 Item 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS 3 Item 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 Item 3. KEY INFORMATION 3] [CERTIFICATION OF CHIEF EXECUTIVE OFFICER REQUIRED BY RULE 13A-14(A) I, FRANKI S. F. TSE, certify that: 1. I have reviewed this Annual Report on Form 20-F of Deswell Industries, 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,] [CERTIFICATION OF CHIEF FINANCIAL OFFICER REQUIRED BY RULE 13A-14(A) I, HERMAN WONG, certify that: 1. I have reviewed this Annual Report on Form 20-F of Deswell Industries, 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] [(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Franki S. F. Tse, Chief Executive Officer Herman Wong, Chief Financial Officer EX-13.1 4 dswl031320f_ex13-1.htm EX-13.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deswell Industries, Inc. We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File Nos. 333-110236, 333-130738, 333-147790 and 333-171314) of Deswell Industries, Inc. (the “Company”) of our reports dated July 16, 2013, relating to the consolidated financial statements and the effectiveness of the Company’s internal control over] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deswell Industries, Inc. We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File Nos. 333-110236, 333-130738, 333-147790 and 333-171314) of Deswell Industries, Inc. (the “Company”) of our report dated August 2, 2011, relating to the consolidated financial statements which appear in this Form 20-F. BDO Limited Hong]

By info| 2016-03-02T02:47:36+00:00 July 16th, 2013|Categories: Chinese Stocks, DSWL, Webplus ver|Tags: 0000946936, 20-F, 2013-07-16, 3089, DSWL, PLASTICS PRODUCTS, NEC|0 Comments

DSWL [DESWELL INDUSTRIES] 20-F: (Original Filing)

[TABLE OFNTENTS Page INTRODUCTION 3 FINANCIAL STATEMENTS AND CURRENCY PRESENTATION 3 PART I 3 Item 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT ANDVISORS 3 Item 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 Item 3. KEY INFORMATION 3 Item 4. INFORMATION ON THEMPANY 20 Item 4A. UNRESOLVED STAFFMMENTS 30] [CERTIFICATION OF CHIEF EXECUTIVE OFFICER REQUIRED BY RULE 13A-14(A) I, FRANKI S. F. TSE, certify that: 1. I have reviewed this Annual Report on Form 20-F of Deswell Industries, 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] [CERTIFICATION OF CHIEF FINANCIAL OFFICER REQUIRED BY RULE 13A-14(A) I, HERMAN WONG, certify that: 1. I have reviewed this Annual Report on Form 20-F of Deswell Industries, 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] [(2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Franki S. F. Tse, Chief Executive Officer Herman Wong, Chief Financial Officer EX-13.1 dswl031320f_ex13-1.htm 4 EX-13.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deswell Industries, We herebynsent to theorporation by reference in the Registration Statements on Form S-8 (File Nos. 333-110236, 333-130738, 333-147790 and 333-171314) of Deswell Industries, (thempany) of our reportsted July 16, 2013, relating to thensolidated financial statements and the effectiveness of thempanys internalntrol over financial reporting appearing in] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deswell Industries, We herebynsent to theorporation by reference in the Registration Statements on Form S-8 (File Nos. 333-110236, 333-130738, 333-147790 and 333-171314) of Deswell Industries, (thempany) of our reportted August 2, 2011, relating to thensolidated financial statements which appear in this Form 20-F.]

By info| 2016-02-06T07:46:18+00:00 July 16th, 2013|Categories: Chinese Stocks, DSWL, SEC Original|Tags: 0000946936, 20-F, 2013-07-16, 3089, DSWL, PLASTICS PRODUCTS, NEC|0 Comments