CHA [CHINA TELECOM] 20-F: (Original Filing)

[CHINA TELECOM CORPORATION LIMITED Page PART I - 2 - Item 1. Identity of Directors, Senior Management and Advisers - 2 - Item 2. Offer Statistics and Expected Timetable - 2 - Item 3. Key Information - 2 - Item 4. Information on the Company - 15 - Item 4A. Unresolved Staff Comments - 38 - Item 5. Operating and] [ARTICLES OF ASSOCIATION OF CHINA TELECOM CORPORATION LIMITED (Inclusive of alterations made up to October 16, 2012) CONTENTS CLAUSE PAGE CHAPTER 1: GENERAL PROVISIONS 1 CHAPTER 2: THE COMPANY’S OBJECTIVES AND SCOPE OF BUSINESS 2 CHAPTER 3: SHARES AND REGISTERED CAPITAL 3 CHAPTER 4: REDUCTION OF CAPITAL AND REPURCHASE OF SHARES] [English Summary of Agreement on the Acquisition of CDMA Network Assets and Associated Liabilities Between China Telecommunications Corporation and Acquisition Target to be Acquired The Acquisition Target comprises the following assets and associated liabilities relating to the CDMA Network: (1) the assets, including certain assets of China Telecommunications Corporation held by its branches in the 30 provinces, municipalities and autonomous] [English Summary of Agreement on the Disposal of Equity Interest in E-surfing Media Co., Ltd. Between China Telecommunications Corporation and Consideration Conditions Precedent The transaction contemplated under the Disposal Agreement is conditional upon, among others: 1. relevant shareholders’ resolution passed by the shareholders of E-surfing Media to approve the share transfer as set out in the Disposal Agreement; and 2.] [List of Subsidiaries Name Jurisdiction of Incorporation China Telecom Group Yellow Pages Information Company Ltd. The People’s Republic of China China Telecom Global Limited (formerly known as China Telecom (Hong Kong) International Limited) Hong Kong Special Administrative Region China Telecom (Australia) Pty Ltd. Commonwealth of Australia China Telecom (Signapore) Pte Limited Republic of Sigapore China Telecom Korea Co. Ltd (Korea)] [Certification I, Wang Xiaochu, certify that: 1. I have reviewed this annual report on Form 20-F of China Telecom Corporation Limited (the “Company”); 2. Based on my knowledge, this annual 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] [Certification I, Wu Andi, certify that: 1. I have reviewed this annual report on Form 20-F of China Telecom Corporation Limited (the “Company”); 2. Based on my knowledge, this annual 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] [Certification Wang Xiaochu Chief Executive Officer EX-13.1 8 d523873dex131.htm EX-13.1] [Certification Wu Andi Chief Financial Officer EX-13.2 9 d523873dex132.htm EX-13.2] [April 29, 2013 Ladies and Gentlemen: We were previously principal accountants for China Telecom Corporation Limited and, under the date of March 20, 2013, we reported on the consolidated financial statements of China Telecom Corporation Limited and its subsidiaries (the “Group”) as of January 1, 2011, December 31, 2011 and 2012 and for the three-year period ended December 31, 2012,]

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NOAH [Noahs] 20-F: (Original Filing)

[INTRODUCTION 1 PART I 2 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 2 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 2 ITEM 3. KEY INFORMATION 3 ITEM 4. INFORMATION ON THE COMPANY 30 ITEM 4A. UNRESOLVED STAFF COMMENTS 53 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 53 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 75 ITEM 7.] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Jingbo Wang (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207700), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Zhe Yin (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009208000), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Boquan He (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207500), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Yan Wei (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207900), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Qianghua Yan (“Party C”) Party A and Party B have entered into an entrust loan agreements on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207800), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Xinjuan Zhang (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207600), and Party B and Party] [List of Significant Consolidated Entities of Noah Holdings Limited* Name Jurisdiction of Relationship Noah Private Wealth Management (Hong Kong) Limited Hong Kong Wholly-owned subsidiary Noah Holdings (Hong Kong) Limited Hong Kong Wholly-owned subsidiary Shanghai Noah Financial Services Co., Ltd. (1) China Wholly-owned subsidiary Shanghai Rongyao Information Technology Co., Ltd. China Wholly-owned subsidiary Kunshan Noah Xingguang Investment Management Co., Ltd. China] [I, Jingbo Wang, certify that: 1. I have reviewed this annual report on Form 20-F of Noah Holdings Limited; 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,] [Certification by the Principal Financial Officer I, Tao Thomas Wu, certify that: 1. I have reviewed this annual report on Form 20-F of Noah Holdings Limited; 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] [(1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Jingbo Wang Chief Executive Officer EX-13.1 11 d464345dex131.htm EX-13.1] [Certification by the Principal 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. Tao Thomas Wu Chief Financial Officer EX-13.2 12 d464345dex132.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-171541 on Form S-8 of our reports dated April 26, 2013, relating to the financial statements and financial statement schedule of Noah Holdings Limited, and the effectiveness of Noah Holdings Limited’s internal control over financial reporting, appearing in this Annual Report on] [April 26, 2013 Noah Holdings Limited 6th Floor, Times Finance Center No. 68 Middle Yincheng Road Pudong, Shanghai 200120 People’s Republic of China Dear Sirs, Yours faithfully, Zhong Lun Law Firm EX-15.2 14 d464345dex152.htm EX-15.2]

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YY [YY] 20-F: (Original Filing)

[Eric He Chief Financial Officer Tel: +86 (20) 2916-2288 E-mail: eric@yy.com Fax: +86 (20) 2916-2080 Building 3-08, Yangcheng Creative Industry Zone No. 309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 The People’s Republic of China (Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Title of Each Class Name of Exchange on Which Registered Class A common] [List of Significant Subsidiaries Name Jurisdiction of incorporation Duowan Entertainment Corp. BVI Wholly owned subsidiary NeoTasks Inc. Cayman Islands Wholly owned subsidiary NeoTasks Limited Hong Kong Wholly owned subsidiary Guangzhou Huanju Shidai Information Technology Company Limited PRC Wholly owned subsidiary Huanju Shidai Technology (Beijing) Company Limited PRC Wholly owned subsidiary Zhuhai Duowan Information Technology Company Limited PRC Wholly owned subsidiary] [YY INC. AMENDED CODE OF BUSINESS CONDUCT AND ETHICS I. PURPOSE Code Company This Code of Business Conduct and Ethics (the “ This Code is designed to deter wrongdoing and to promote: • honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; • SEC • • prompt internal reporting] [I, David Xueling Li, certify that: 1. I have review this annual report on Form 20-F of YY 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 of the circumstances under which such statements were made,] [Certification by the Principal Financial Officer I, Eric He, certify that: 1. I have reviewed this annual report on Form 20-F of YY 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 of the circumstances under] [(1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. David Xueling Li Chief Executive Officer EX-13.1 6 d465806dex131.htm EX-13.1] [Certification by the Principal 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. Eric He Chief Financial Officer EX-13.2 7 d465806dex132.htm EX-13.2] [April 26, 2013 Matter No.: 878118 Doc Ref: 3028192 +852 2842 9551 Paul.lim@conyersdill.com The Directors YY Inc. Building 3-08, Yangcheng Creative Industry Zone No. 309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 The People’s Republic of China Dear Sirs, ( “Company”) Re: YY Inc. Form 20-F Yours faithfully, Conyers Dill & Pearman (Cayman) Limited EX-15.1 8 d465806dex151.htm EX-15.1] [YY INC. April 26, 2013 Building 3-08 Yangcheng Creative Industry Zone No.309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 P.R.C Dear Sirs/Madam “As advised by our PRC counsel, Zhong Lun Law Firm, the contractual arrangements among Beijing Huanju Shidai and Beijing Tuda and its shareholders and the contractual arrangements among Beijing Huanju Shidai and Guangzhou Huaduo and its shareholders, governed] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-187074) of YY Inc. of our report dated April 26, 2013, relating to the consolidated financial statements, which appears in this Form 20-F. Shanghai, the People’s Republic of China April 26, 2013 EX-15.3 10 d465806dex153.htm EX-15.3]

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NOAH [Noahs] 20-F: INTRODUCTION 1 PART I 2 ITEM 1. IDENTITY

[INTRODUCTION 1 PART I 2 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 2 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 2 ITEM 3. KEY INFORMATION 3 ITEM 4. INFORMATION ON THE COMPANY 30 ITEM 4A. UNRESOLVED STAFF COMMENTS 53 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 53 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 75 ITEM 7.] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Jingbo Wang (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207700), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Zhe Yin (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009208000), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Boquan He (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207500), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Yan Wei (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207900), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Qianghua Yan (“Party C”) Party A and Party B have entered into an entrust loan agreements on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207800), and Party B and Party] [Extension of Entrust Loan Agreement Entrusting Party: Shanghai Noah Rongyao Investment Consulting Co., Ltd. (“Party A”) Lender: Shanghai Branch of China Minsheng Bank (“Party B”) Borrower: Xinjuan Zhang (“Party C”) Party A and Party B have entered into an entrust loan agreement on June 25, 2009 (contract number of GONG WEI DAI ZI NO. 02022009207600), and Party B and Party] [List of Significant Consolidated Entities of Noah Holdings Limited* Name Jurisdiction of Relationship Noah Private Wealth Management (Hong Kong) Limited Hong Kong Wholly-owned subsidiary Noah Holdings (Hong Kong) Limited Hong Kong Wholly-owned subsidiary Shanghai Noah Financial Services Co., Ltd. (1) China Wholly-owned subsidiary Shanghai Rongyao Information Technology Co., Ltd. China Wholly-owned subsidiary Kunshan Noah Xingguang Investment Management Co., Ltd. China] [I, Jingbo Wang, certify that: 1. I have reviewed this annual report on Form 20-F of Noah Holdings Limited; 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,] [Certification by the Principal Financial Officer I, Tao Thomas Wu, certify that: 1. I have reviewed this annual report on Form 20-F of Noah Holdings Limited; 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] [(1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Jingbo Wang Chief Executive Officer EX-13.1 11 d464345dex131.htm EX-13.1] [Certification by the Principal 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. Tao Thomas Wu Chief Financial Officer EX-13.2 12 d464345dex132.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-171541 on Form S-8 of our reports dated April 26, 2013, relating to the financial statements and financial statement schedule of Noah Holdings Limited, and the effectiveness of Noah Holdings Limited’s internal control over financial reporting, appearing in this Annual Report on] [April 26, 2013 Noah Holdings Limited 6th Floor, Times Finance Center No. 68 Middle Yincheng Road Pudong, Shanghai 200120 People’s Republic of China Dear Sirs, Yours faithfully, Zhong Lun Law Firm EX-15.2 14 d464345dex152.htm EX-15.2]

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YY [YY] 20-F: Eric He Chief Financial Officer Tel: +86 (20)

[Eric He Chief Financial Officer Tel: +86 (20) 2916-2288 E-mail: eric@yy.com Fax: +86 (20) 2916-2080 Building 3-08, Yangcheng Creative Industry Zone No. 309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 The People’s Republic of China (Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Title of Each Class Name of Exchange on Which Registered Class A common] [List of Significant Subsidiaries Name Jurisdiction of incorporation Duowan Entertainment Corp. BVI Wholly owned subsidiary NeoTasks Inc. Cayman Islands Wholly owned subsidiary NeoTasks Limited Hong Kong Wholly owned subsidiary Guangzhou Huanju Shidai Information Technology Company Limited PRC Wholly owned subsidiary Huanju Shidai Technology (Beijing) Company Limited PRC Wholly owned subsidiary Zhuhai Duowan Information Technology Company Limited PRC Wholly owned subsidiary] [YY INC. AMENDED CODE OF BUSINESS CONDUCT AND ETHICS I. PURPOSE Code Company This Code of Business Conduct and Ethics (the “ This Code is designed to deter wrongdoing and to promote: • honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; • SEC • • prompt internal reporting] [I, David Xueling Li, certify that: 1. I have review this annual report on Form 20-F of YY 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 of the circumstances under which such statements were made,] [Certification by the Principal Financial Officer I, Eric He, certify that: 1. I have reviewed this annual report on Form 20-F of YY 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 of the circumstances under] [(1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. David Xueling Li Chief Executive Officer EX-13.1 6 d465806dex131.htm EX-13.1] [Certification by the Principal 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. Eric He Chief Financial Officer EX-13.2 7 d465806dex132.htm EX-13.2] [April 26, 2013 Matter No.: 878118 Doc Ref: 3028192 +852 2842 9551 Paul.lim@conyersdill.com The Directors YY Inc. Building 3-08, Yangcheng Creative Industry Zone No. 309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 The People’s Republic of China Dear Sirs, ( “Company”) Re: YY Inc. Form 20-F Yours faithfully, Conyers Dill & Pearman (Cayman) Limited EX-15.1 8 d465806dex151.htm EX-15.1] [YY INC. April 26, 2013 Building 3-08 Yangcheng Creative Industry Zone No.309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 P.R.C Dear Sirs/Madam “As advised by our PRC counsel, Zhong Lun Law Firm, the contractual arrangements among Beijing Huanju Shidai and Beijing Tuda and its shareholders and the contractual arrangements among Beijing Huanju Shidai and Guangzhou Huaduo and its shareholders, governed] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-187074) of YY Inc. of our report dated April 26, 2013, relating to the consolidated financial statements, which appears in this Form 20-F. Shanghai, the People’s Republic of China April 26, 2013 EX-15.3 10 d465806dex153.htm EX-15.3]

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UTSI [UTSTARCOMS] 20-F: (Original Filing)

[FORM 20-F o OR ý For the Fiscal Year Ended December 31, 2012 OR o For the transition period from to OR o UTStarcom Holdings Corp. N/A Cayman Islands (Jurisdiction of incorporation or organization) Room 303, Building H, Phoenix Place, Jing Ou-Yang None Title of Each Class Name of Exchange on which Registered Ordinary Shares, $0.00375 par value The NASDAQ] [THE COMPANIES LAW (2012 REVISION) SECOND AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF UTSTARCOM HOLDINGS CORP. Adopted by Special Resolution passed on March 21, 2013 1. The name of the Company is UTStarcom Holdings Corp. 2. The Registered Office of the Company shall be at the offices of Maples Corporate Services Limited, P.O. Box 309GT, Ugland House, Grand Cayman, KY1-1104,] [MASTER REORGANIZATION AGREEMENT SHARE AND ASSET PURCHASE AGREEMENT BY AND AMONG UTSTARCOM HONG KONG HOLDING LIMITED UTSTARCOM HOLDINGS CORP. EAGLE FIELD HOLDINGS LIMITED (“Buyer”) AND Mr. Ying (Jack) Lu (“Mr. Lu”) August 31 , 2012 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE 3 1.1 Purchase and Sale of Shares 3 1.2 Purchase and Sale of Assets 3 1.3] [EXECUTION COPY Dated the 31 st day o f August, 2012 UTSTARCOM HOLDINGS CORP. (as the “Transferor”) and EAGLE FIELD HOLDINGS LIMITED (as the “ Transferee ”) and UTSTARCOM HONG KONG HOLDINGS LIMITED (as the “Company”) SHARE TRANSFER AGREEMENT 1 THIS AGREEMENT is made the 31 st day of August, 20 12 BETWEEN: (1) UTSTARCOM HOLDINGS CO RP., a Cayman] [License Agreement the Agreement The License Agreement (hereinafter referred to as “ UT Holdings (1) UTStarcom Holdings Corp., a company duly incorporated and validly existing under the laws of Cayman Islands law (hereinafter referred to as “ (2) UTStarcom Telecom Co., Ltd ， HUTS a Limited liability company duly incorporated and validly existing under the laws of the People’s Republic] [ASSIGNMENT AND ASSUMPTION AGREEMENT By and Among UTSTARCOM HOLDINGS CORP. (“Parent”) UTSTARCOM TELECOM CO., LTD. (“HUTS”) UTSTARCOM INDIA TELECOM PVT. LTD. (“UITPL”) UTSTARCOM HONG KONG HOLDING LIMITED (“Company ” ) UTSTARCOM CHINA CO., LTD. (“ UTSC ”) And EAGLE FIELD HOLDINGS LIMITED (the “Buyer”) August 31, 2012 Table of Contents ARTICLE 1 ASSIGNED CONTRACTS 2 ARTICLE 2 ASSIGNMENT OF CONTRACTS] [EXECUTION COPY PATENT, SOFTWARE COPYRIGHT, TRADEMARK AND DOMAIN NAME ASSIGNMENT Assignment This PATENT, SOFTWARE COPYRIGHT, TRADEMARK AND DOMAIN NAME ASSIGNMENT (this “ st HUTS UTSC UTSI Party Parties day of August , 2012 by and among UTSTARCOM TELECOMMUNICATION COMPANY LIMITED, a company duly incorporated and lawfully existing under the laws of the People’s Republic of China with its principle place] [EXECUTION COPY ACT UTSTARCOM HONG KONG HOLDING LIMITED CONVERTIBLE BOND $20,000,000 August 31, 2012 Company FOR VALUE RECEIVED, UTStarcom Hong Kong Holding Limited, a Hong Kong company (the “ imi t e Investor Bond d, a Hong Kong company (“ August 31 Maturity Date , 2017 (the “ The following is a statement of the rights of Investor and the] [SUBSIDIARIES OF UTSTARCOM HOLDINGS CORP. Name Place of Incorporation or Organization Proportion of Ownership Interest UTStarcom, Inc.(1) U.S.A 100 % UTStarcom International Products, Inc. U.S.A 100 % UTStarcom International Services, Inc. U.S.A 100 % IssanniCommnications, Inc. U.S.A 100 % UTStarcom Telecom Co., Ltd(1) China 100 % UTStarcom (Chongqing) Telecom Co., Ltd.] [CERTIFICATION I, William Wong, certify that: 1. I have reviewed this annual report on Form 20-F of UTStarcom Holdings Corp.; 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] [CERTIFICATION I, Tianruo Pu, certify that: 1. I have reviewed this annual report on Form 20-F of UTStarcom Holdings Corp.; 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] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES OXLEY ACT 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. Dated: April 26 , 2013 Chief Executive Officer EX-13.1 12 a2214599zex-13_1.htm EX-13.1] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES OXLEY ACT 2002 In connection with the Report, I, Tianruo (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: April 26 , 2013 Tianruo Pu Tianruo Pu Chief Financial Officer EX-13.2 13 a2214599zex-13_2.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. 333-108817, 333-84710, 333-44548, 333-60150, 333-120564, 333-127850, 333-136551 and 333-161639) of UTStarcom Holdings Corp. of our report dated April 26, 2013 relating to the consolidated financial statements, financial statement schedules and the effectiveness of internal control over financial]

By | 2016-03-01T10:53:38+00:00 April 26th, 2013|Categories: Chinese Stocks, SEC Original, UTSI|Tags: , , , , , |0 Comments
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UTSI [UTSTARCOMS] 20-F: FORM 20-F o OR ý For the Fiscal

[FORM 20-F o OR ý For the Fiscal Year Ended December 31, 2012 OR o For the transition period from to OR o UTStarcom Holdings Corp. N/A Cayman Islands (Jurisdiction of incorporation or organization) Room 303, Building H, Phoenix Place, Jing Ou-Yang None Title of Each Class Name of Exchange on which Registered Ordinary Shares, $0.00375 par value The NASDAQ] [THE COMPANIES LAW (2012 REVISION) SECOND AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF UTSTARCOM HOLDINGS CORP. Adopted by Special Resolution passed on March 21, 2013 1. The name of the Company is UTStarcom Holdings Corp. 2. The Registered Office of the Company shall be at the offices of Maples Corporate Services Limited, P.O. Box 309GT, Ugland House, Grand Cayman, KY1-1104,] [MASTER REORGANIZATION AGREEMENT SHARE AND ASSET PURCHASE AGREEMENT BY AND AMONG UTSTARCOM HONG KONG HOLDING LIMITED UTSTARCOM HOLDINGS CORP. EAGLE FIELD HOLDINGS LIMITED (“Buyer”) AND Mr. Ying (Jack) Lu (“Mr. Lu”) August 31 , 2012 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE 3 1.1 Purchase and Sale of Shares 3 1.2 Purchase and Sale of Assets 3 1.3] [EXECUTION COPY Dated the 31 st day o f August, 2012 UTSTARCOM HOLDINGS CORP. (as the “Transferor”) and EAGLE FIELD HOLDINGS LIMITED (as the “ Transferee ”) and UTSTARCOM HONG KONG HOLDINGS LIMITED (as the “Company”) SHARE TRANSFER AGREEMENT 1 THIS AGREEMENT is made the 31 st day of August, 20 12 BETWEEN: (1) UTSTARCOM HOLDINGS CO RP., a Cayman] [License Agreement the Agreement The License Agreement (hereinafter referred to as “ UT Holdings (1) UTStarcom Holdings Corp., a company duly incorporated and validly existing under the laws of Cayman Islands law (hereinafter referred to as “ (2) UTStarcom Telecom Co., Ltd ， HUTS a Limited liability company duly incorporated and validly existing under the laws of the People’s Republic] [ASSIGNMENT AND ASSUMPTION AGREEMENT By and Among UTSTARCOM HOLDINGS CORP. (“Parent”) UTSTARCOM TELECOM CO., LTD. (“HUTS”) UTSTARCOM INDIA TELECOM PVT. LTD. (“UITPL”) UTSTARCOM HONG KONG HOLDING LIMITED (“Company ” ) UTSTARCOM CHINA CO., LTD. (“ UTSC ”) And EAGLE FIELD HOLDINGS LIMITED (the “Buyer”) August 31, 2012 Table of Contents ARTICLE 1 ASSIGNED CONTRACTS 2 ARTICLE 2 ASSIGNMENT OF CONTRACTS] [EXECUTION COPY PATENT, SOFTWARE COPYRIGHT, TRADEMARK AND DOMAIN NAME ASSIGNMENT Assignment This PATENT, SOFTWARE COPYRIGHT, TRADEMARK AND DOMAIN NAME ASSIGNMENT (this “ st HUTS UTSC UTSI Party Parties day of August , 2012 by and among UTSTARCOM TELECOMMUNICATION COMPANY LIMITED, a company duly incorporated and lawfully existing under the laws of the People’s Republic of China with its principle place] [EXECUTION COPY ACT UTSTARCOM HONG KONG HOLDING LIMITED CONVERTIBLE BOND $20,000,000 August 31, 2012 Company FOR VALUE RECEIVED, UTStarcom Hong Kong Holding Limited, a Hong Kong company (the “ imi t e Investor Bond d, a Hong Kong company (“ August 31 Maturity Date , 2017 (the “ The following is a statement of the rights of Investor and the] [SUBSIDIARIES OF UTSTARCOM HOLDINGS CORP. Name Place of Incorporation or Organization Proportion of Ownership Interest UTStarcom, Inc.(1) U.S.A 100 % UTStarcom International Products, Inc. U.S.A 100 % UTStarcom International Services, Inc. U.S.A 100 % IssanniCommnications, Inc. U.S.A 100 % UTStarcom Telecom Co., Ltd(1) China 100 % UTStarcom (Chongqing) Telecom Co., Ltd.] [CERTIFICATION I, William Wong, certify that: 1. I have reviewed this annual report on Form 20-F of UTStarcom Holdings Corp.; 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] [CERTIFICATION I, Tianruo Pu, certify that: 1. I have reviewed this annual report on Form 20-F of UTStarcom Holdings Corp.; 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] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES OXLEY ACT 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. Dated: April 26 , 2013 Chief Executive Officer EX-13.1 12 a2214599zex-13_1.htm EX-13.1] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES OXLEY ACT 2002 In connection with the Report, I, Tianruo (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: April 26 , 2013 Tianruo Pu Tianruo Pu Chief Financial Officer EX-13.2 13 a2214599zex-13_2.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. 333-108817, 333-84710, 333-44548, 333-60150, 333-120564, 333-127850, 333-136551 and 333-161639) of UTStarcom Holdings Corp. of our report dated April 26, 2013 relating to the consolidated financial statements, financial statement schedules and the effectiveness of internal control over financial]

By | 2016-03-01T10:54:21+00:00 April 26th, 2013|Categories: Chinese Stocks, UTSI, Webplus ver|Tags: , , , , , |0 Comments
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PWRD [Perfect World] 20-F: (Original Filing)

[N/A Cayman Islands (Jurisdiction of incorporation or organization) Perfect World Plaza, Tower 306, 86 Beiyuan Road, Chaoyang District Kelvin Wing Kee Lau, Chief Financial Officer (Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Title of each class Name of each exchange on which registered American Depositary Shares, each The NASDAQ Stock Market LLC Class B ordinary] [Limited Partnership Agreement for Tianjin Trendsters Venture Capital Limited Partnership WHEREAS the parties concerned agree to establish Tianjin Trendsters Venture Capital Limited Partnership (hereinafter referred to as the “Limited Partnership”). Partnership Enterprise Law of the People’s Republic of China Partnership Enterprise Law Limited Partnership Agreement This Chapter I Establishment of the Limited Partnership Article 1 Name of the Limited Partnership] [Supplementary Agreement to the Limited Partnership Agreement for Tianjin Trendsters Venture Capital Limited Partnership Party A: Shiqin Zhao Address: No.43, Alley 1205, Chenta Road, Songjiang District, Shanghai Party B: Tianjin Trendsters Investment Co., Ltd. Address: Room 211-2, IT Park, No.1 Gonghua Road, Huayuan Industrial District, Tianjin WHEREAS both parties entered into a Limited Partnership Agreement as of December 2, 2011,] [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.,] [Certification I, Robert Hong Xiao, 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] [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] [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. Robert Hong Xiao Robert Hong Xiao Chief Executive Officer 1 EX-13.1 7 a2214566zex-13_1.htm EX-13.1] [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 Kelvin Wing Kee Lau Chief Financial Officer 1 EX-13.2 8 a2214566zex-13_2.htm EX-13.2] [[Letterhead of Maples and Calder] Perfect World Co., Ltd. Perfect World Plaza, Tower 306, 86 Beiyuan Road, Chaoyang District Beijing 100101, People’s Republic of China April 26, 2013 Dear Sirs Perfect World Co., Ltd. Yours faithfully Maples and Calder Maples and Calder 1 EX-15.1 9 a2214566zex-15_1.htm EX-15.1] [[Letterhead of King & Wood Mallesons] April 26, 2013 Perfect World Co., Ltd. Perfect World Plaza, Tower 306, 86 Beiyuan Road, Chaoyang District Beijing 100101, The People’s Republic of China Dear Sirs: We have acted as legal advisors as to the People’s Republic of China law to Perfect World Co., Ltd., an exempted limited liability company incorporated in the Cayman] [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 April 26, 2013 relating to the consolidated financial statements and the effectiveness of internal control over financial reporting, which appear]

By | 2016-03-11T12:46:24+00:00 April 26th, 2013|Categories: Chinese Stocks, PWRD, SEC Original|Tags: , , , , , |0 Comments
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PTR [PETROCHINA CO] 20-F: (Original Filing)

[Page Certain Terms and Conventions 1 5 Part I Item 1 — Identity of Directors, Senior Management and Advisors 7 Item 2 — Offer Statistics and Expected Timetable 7 Item 3 — Key Information 7] [Crude Oil Mutual Supply Framework Agreement for Year 2013 between PetroChina Company Limited and China Petrochemical Corporation January 2013 Crude Oil Mutual Supply Framework Agreement for Year 2013 PetroChina Company Limited (“PetroChina”) and China Petrochemical Corporation (“Sinopec”), following friendly consultations, have reached consensus on mutual supply of crude oil in the year of 2013 and hereby enter into this Agreement] [Contract No.: KLJRZL-YW(ZL)-2012-0022 Finance Lease Agreement By and between PetroChina Sichuan Petrochemical Co., Ltd. (as Lessee) And Kunlun Financial Leasing Co., Ltd. (as Lessor) 1 ARTICLE 2 LEASE ASSETS 1 ARTICLE 3 TRANSFER OF LEASE ASSETS 2 ARTICLE 4 OWNERSHIP OF LEASE ASSETS 3] [LIST OF SUBSIDIARIES A List of PetroChina Company Limited’s principal subsidiaries is provided in Note 19 to the consolidated financial statements included in this annual report following Item 19. EX-8.1 4 d521425dex81.htm EX-8.1] [CERTIFICATION I, Zhou Jiping, certify that: 1. I have reviewed this annual report on Form 20-F of PetroChina Company 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 made, in light of the circumstances under which such] [CERTIFICATION I, Yu Yibo, certify that: 1. I have reviewed this annual report on Form 20-F of PetroChina Company 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 made, in light of the circumstances under which such] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Zhou Jiping Chairman of Board of Directors and President of the Company (performing the functions of Chief Executive Officer) EX-13.1 7 d521425dex131.htm EX-13.1] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.2 8 d521425dex132.htm EX-13.2] [E OLYER AND AC AUGHTON D PRING ALLEY OAD 5001 S UITE AST S ALLAS EXAS D March 8, 2013 PetroChina Company Limited 9 Dongzhimen North Street, Dongcheng District Beijing 100007 P.R. China Gentlemen: Reserves included herein are expressed as net reserves. Gross reserves are defined as the total estimated petroleum to be produced from these properties after December 31,] [Gaffney, Cline & Associates THIRD PARTY REPORT RESERVES ESTIMATION AND EVALUATION OF (CHAD AND ALGERIA) st DECEMBER, 2012 AS OF 31 Prepared for PETROCHINA COMPANY LIMITED MARCH, 2013 CONFIDENTIAL This document contains proprietary and confidential information which may not, without the express written permission of Gaffney, Cline & Associates, be released to any third party in any form, copied in] [Gaffney, Cline & Associates THIRD PARTY REPORT RESERVES ESTIMATION AND EVALUATION OF THE HALFAYA OIL FIELD, EASTERN IRAQ st DECEMBER, 2012 AS OF 31 Prepared for PETROCHINA COMPANY LIMITED IRAQ BRANCH MARCH, 2013 CONFIDENTIAL This document contains proprietary and confidential information which may not, without the express written permission of Gaffney, Cline & Associates, be released to any third party] [March 20, 2013 China National Oil and Gas Exploration And Development Corporation International Holding Ltd (CNODCI) No.6-1 Fuchengmen Beidajie Xicheng District Beijing, China 100034 Attention: Mr. Bo Qiliang, President Reference: CNPC E&D Interest in PetroKazakhstan Inc. Evaluation of Crude Oil Reserves Third Party Report Dear Sir: 1. INTRODUCTION McDaniel & Associates Consultants Ltd. (“McDaniel”) was requested by PetroKazakhstan Inc. (“PKI”)] [April 26, 2013 100 F Street, N.E. Commissioners: Very truly yours, Hong Kong April 26, 2013 EX-15.5 13 d521425dex155.htm EX-15.5]

By | 2016-03-28T21:05:49+00:00 April 26th, 2013|Categories: Chinese Stocks, PTR, SEC Original|Tags: , , , , , |0 Comments
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PTR [PETROCHINA CO] 20-F: Page Certain Terms and Conventions 1 5 Part

[Page Certain Terms and Conventions 1 5 Part I Item 1 — Identity of Directors, Senior Management and Advisors 7 Item 2 — Offer Statistics and Expected Timetable 7 Item 3 — Key Information 7] [Crude Oil Mutual Supply Framework Agreement for Year 2013 between PetroChina Company Limited and China Petrochemical Corporation January 2013 Crude Oil Mutual Supply Framework Agreement for Year 2013 PetroChina Company Limited (“PetroChina”) and China Petrochemical Corporation (“Sinopec”), following friendly consultations, have reached consensus on mutual supply of crude oil in the year of 2013 and hereby enter into this Agreement] [Contract No.: KLJRZL-YW(ZL)-2012-0022 Finance Lease Agreement By and between PetroChina Sichuan Petrochemical Co., Ltd. (as Lessee) And Kunlun Financial Leasing Co., Ltd. (as Lessor) 1 ARTICLE 2 LEASE ASSETS 1 ARTICLE 3 TRANSFER OF LEASE ASSETS 2 ARTICLE 4 OWNERSHIP OF LEASE ASSETS 3] [LIST OF SUBSIDIARIES A List of PetroChina Company Limited’s principal subsidiaries is provided in Note 19 to the consolidated financial statements included in this annual report following Item 19. EX-8.1 4 d521425dex81.htm EX-8.1] [CERTIFICATION I, Zhou Jiping, certify that: 1. I have reviewed this annual report on Form 20-F of PetroChina Company 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 made, in light of the circumstances under which such] [CERTIFICATION I, Yu Yibo, certify that: 1. I have reviewed this annual report on Form 20-F of PetroChina Company 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 made, in light of the circumstances under which such] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Zhou Jiping Chairman of Board of Directors and President of the Company (performing the functions of Chief Executive Officer) EX-13.1 7 d521425dex131.htm EX-13.1] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.2 8 d521425dex132.htm EX-13.2] [E OLYER AND AC AUGHTON D PRING ALLEY OAD 5001 S UITE AST S ALLAS EXAS D March 8, 2013 PetroChina Company Limited 9 Dongzhimen North Street, Dongcheng District Beijing 100007 P.R. China Gentlemen: Reserves included herein are expressed as net reserves. Gross reserves are defined as the total estimated petroleum to be produced from these properties after December 31,] [Gaffney, Cline & Associates THIRD PARTY REPORT RESERVES ESTIMATION AND EVALUATION OF (CHAD AND ALGERIA) st DECEMBER, 2012 AS OF 31 Prepared for PETROCHINA COMPANY LIMITED MARCH, 2013 CONFIDENTIAL This document contains proprietary and confidential information which may not, without the express written permission of Gaffney, Cline & Associates, be released to any third party in any form, copied in] [Gaffney, Cline & Associates THIRD PARTY REPORT RESERVES ESTIMATION AND EVALUATION OF THE HALFAYA OIL FIELD, EASTERN IRAQ st DECEMBER, 2012 AS OF 31 Prepared for PETROCHINA COMPANY LIMITED IRAQ BRANCH MARCH, 2013 CONFIDENTIAL This document contains proprietary and confidential information which may not, without the express written permission of Gaffney, Cline & Associates, be released to any third party] [March 20, 2013 China National Oil and Gas Exploration And Development Corporation International Holding Ltd (CNODCI) No.6-1 Fuchengmen Beidajie Xicheng District Beijing, China 100034 Attention: Mr. Bo Qiliang, President Reference: CNPC E&D Interest in PetroKazakhstan Inc. Evaluation of Crude Oil Reserves Third Party Report Dear Sir: 1. INTRODUCTION McDaniel & Associates Consultants Ltd. (“McDaniel”) was requested by PetroKazakhstan Inc. (“PKI”)] [April 26, 2013 100 F Street, N.E. Commissioners: Very truly yours, Hong Kong April 26, 2013 EX-15.5 13 d521425dex155.htm EX-15.5]

By | 2016-03-28T21:07:00+00:00 April 26th, 2013|Categories: Chinese Stocks, PTR, Webplus ver|Tags: , , , , , |0 Comments
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