JST [JINPAN INTERNATIONAL] 20-F: FORM 20-F (Mark One) o OR x For

[FORM 20-F (Mark One) o OR x For the fiscal year ended December 31, 2011 OR o OR o Date of event requiring this shell company report: For the transition period from to JINPAN INTERNATIONAL LIMITED British Virgin Islands (Jurisdiction of incorporation or organization) c/o Hainan Jinpan Electric Company, Ltd No. 168 Nanhai Avenue (Building No. 7), Haikou Free Trade] [Summary of Agreement between Hainan Jinpan Electric Co. Ltd. and Guilin Jin Fu Investment Co. Ltd. to acquire Guilin Jun Tai Fu Construction and Development Co. Ltd. The parties agreed that within seven (7) business days of the execution of the Agreement, GJF would complete the following: · · Work with Hainan Jinpan to register the transfer of JTF with] [Summary of Agreement between Hainan Jinpan Electric Co. Ltd. and Siemens Ltd. China to license SIVACON 8PT low-voltage switchboard Siemens agreed to provide to Hainan Jinpan start -up assistance, training, and consultancy services in connection with the licensing. Hainan Jinpan agreed, agreed to require its supplier, to maintain a quality assurance system as stipulated in a separate Quality Assurance Agreement] [Summary of Agreement between Hainan Jinpan Electric Co. Ltd. and Hainan Si Hai Industrial Commercial Consolidated Company to lease factory building in the Haikou facility · The Property is 6,952 square meters. The Lessee is responsible for the renovating, equipping, and maintaining the Property · The term of the lease is two (2) years, beginning on January 1, 2012 and] [Summary of Agreement between Jinpan Electric Group (Shanghai) Co. Ltd. and Beijing Shi Xin Steel Frame Co. Ltd. to construct steel frame for factory building in the Shanghai facility rd] [Summary of Agreement between Jinpan Electric Group (Shanghai) Co. Ltd. and Shanghai Kai Tian Construction Group Co. Ltd. to construct factory building in the Shanghai facility] [Summary of Agreement between Guilin Jun Tai Fu Construction and Development Co. Ltd. and Zhe Jiang Qing Ye Construction Design Co. Ltd. to design factory buildings, roads, and associated networks in the Guilin facility Guilin Jun Tai Fu Construction and Development Co. Ltd. (“Guilin JTF”) entered into an agreement (“Agreement”) with Zhe Jiang Qing Ye Construction Design Co. Ltd. (“QYC] [Summary of Agreement between Guilin Jun Tai Fu Construction and Development Co. Ltd. and Guilin Institute of Survey Design to conduct construction site survey in the Guilin facility th] [Summary of Agreement between Guilin Jun Tai Fu Construction and Development Co. Ltd. and Guilin Institute of Architectural Design to design dormitory building, cafeteria, and certain other structures in the Guilin facility] [Summary of Agreement between Guilin Jun Tai Fu Construction and Development Co. Ltd. and Guilin City Yan Shan District Tuo Mu Township Wei Jia Du Village Committee to construct enclosure wall in the Guilin facility th] [Summary of Agreement between Guilin Jun Tai Fu Construction and Development Co. Ltd. and Guilin City Yan Shan District Tuo Mu Township Wei Jia Du Village Committee to construct retaining wall for drainage ditch in the Guilin facility th th] [Summary of Agreement between Guilin Jun Tai Fu Construction and Development Co. Ltd. and Guang Xi Construction Group No. 4 Construction Co. Ltd. to construct roadway, bridge, and drainage systems in the Guilin facility th th] [Summary of Agreement between Guilin Jun Tai Fu Construction and Development Co. Ltd. and Shanghai Zheng Hong Construction Consulting Co. Ltd. for bid management services · assist Guilin JTF in filing the application for bid invitations; · distribute bid invitations and acceptance of bidder registration; · prepare, submit for review, and distribute pre-bid qualification documents, and assist Guilin JTF to] [Summary of Agreement between Guilin Jun Tai Fu Construction and Development Co. Ltd. and Beijing Shi Xin Steel Frame Co. Ltd. for the construction of steel frames for factory, office, and ancillary buildings in the Guilin facility] [Summary of Agreement between Guilin Jun Tai Fu Construction and Development Co. Ltd. and Guilin Gui Gong Construction Management Co. Ltd. for construction management services] [JINPAN INTERNATIONAL LIMITED AND PRINCIPAL SUBSIDIARIES AS OF DECEMBER 31, 2011 Name State of Incorporation Jinpan International (USA) Limited State of New York Jinpan Realty Group, LLC State of New Jersey Jinpan Electric (China) Company Limited People’s Republic of China Hainan Jinpan Electric Company Limited People’s Republic of China Hainan Jinpan R&D Company Limited People’s Republic of China Wuhan Jinpan] [CERTIFICATION I, Li Zhiyuan, certify that: 1. I have reviewed this annual report on Form 20-F of Jinpan International 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] [CERTIFICATION I, Mark Du, certify that: 1. I have reviewed this annual report on Form 20-F of Jinpan International 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] [CERTIFICATION 30 April Li Zhiyuan Li Zhiyuan Chief Executive Officer 30 April Mark Du Mark Du Chief Financial Officer] [Consent of JBPB & Co., independent registered public accounting firm The Board of Directors: Jinpan International Limited We hereby consent to the incoporation by reference in the registration statements on Form F-3 (No. 333-140094, effective January 19, 2007), Form S-8 (File No. 333-140109, effective January 19, 2007) and Form F-3 (no. 333-151817, effective September 8, 2008) of Jinpan International Limited] [Consent of Independent Registered Public Accounting Firm Shanghai, The People’s Republic of China April 30 , 2012] [April 30, 2012 Office of the Chief Accountant 100 F Street, NE Dear Sir or Madam: We have read Item 16F of Form 20-F of Jipan International Limited for the year ended December 31, 2011 and agree with the statements concerning our Firm contained therein. Very Truly yours, JBPB & Co (formerly known as Grant Thornton) Hong Kong]

GIGM [GIGAMEDIA] 20-F: (Original Filing)

[Page PART I 3 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 3 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 ITEM 3. KEY INFORMATION 3 ITEM 4. INFORMATION ON THE COMPANY 24 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 56 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 85 ITEM 7. MAJOR SHAREHOLDERS AND RELATED-PARTY TRANSACTIONS 94 ITEM] [List of Subsidiaries Subsidiary* Year of Incorporation Jurisdiction of Incorporation Hoshin GigaMedia Center, Inc. 1998 Taiwan GigaMedia Finance International Limited 2000 Cayman Islands GigaMedia International Holdings Limited 2004 British Virgin Islands Cambridge Entertainment Software Limited 2004 British Virgin Islands FunTown World Limited 2005 British Virgin Islands GigaMedia Asia Limited 2005 British Virgin Islands FunTown Hong Kong Limited 1999 Hong Kong] [CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER THE SARBANES-OXLEY ACT OF 2002 I, John R. Stringer, Chief Executive Officer of GigaMedia Limited, certify that: 1. I have reviewed this annual report on Form 20-F of GigaMedia Limited; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material] [CERTIFICATION OF THE CHIEF FINANCIAL OFFICER THE SARBANES-OXLEY ACT OF 2002 I, Dirk Chen, Chief Financial Officer of GigaMedia Limited, certify that: 1. I have reviewed this annual report on Form 20-F of GigaMedia; 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] [CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER TO 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. John R. Stringer Chief Executive Officer] [CERTIFICATION OF THE CHIEF FINANCIAL OFFICER TO 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. Dirk Chen Chief Financial Officer] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statements (Form S-8 No. 333-148663, Form S-8 No. 333-142963, Form S-8 No. 333-119616, Form S-8 No. 333-160535 and Form S-8 No. 333-168123) of GigaMedia Limited of our report dated April 30, 2012, on the consolidated financial statements and internal control over financial reporting] [CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statements (Form S-8 No. 333-148663, Form S-8 No. 333-142963, Form S-8 No. 333-119616, Form S-8 No. 333-160535 and Form S-8 No. 333-168123) of GigaMedia Limited of our report dated April 30, 2012, on the consolidated financial statements of Mangas Everest S.A.S. (which expresses an unqualified opinion] [GHP Horwath, P.C. Member Crowe Horwath International MANGAS EVEREST S.A.S. CONSOLIDATED FINANCIAL STATEMENTS THE PERIOD FROM APRIL 1, 2010 THROUGH DECEMBER 31, 2010, AND YEAR ENDED DECEMBER 31, 2011 MANGAS EVEREST S.A.S. CONSOLIDATED FINANCIAL STATEMENTS PERIOD FROM APRIL 1, 2010 THROUGH DECEMBER 31, 2010, AND THE YEAR ENDED DECEMBER 31, 2011 Index Page Independent Auditors’ Report 1 Consolidated Statements of]

WH [WSP] 20-F: TABLE OF CONTENTS Page INTRODUCTION 1 PART I

[TABLE OF CONTENTS Page 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 2 Item 4. Information on the Company 21 Item 4A. Unresolved Staff Comments] [Shares Sale and Purchase Agreement Seller (Party A): Wuxi Seamless Oil Pipes Co., Ltd. Purchaser (Party B): Mr. Zhou Liming, ID No.: 130222196706090032 Other shareholders (Party C): Mr. Wang Ren, ID No.: 220303195505023435 Mr. Ou Xiangli, ID No.: 220302195812300635 Chaoyang Company WHEREAS Party A, as one of the shareholders of Chaoyang Seamless Oil Steel Casting Pipes Co., Ltd. (herein after] [EX-4.9 3 d29418_ex4-9.htm EX-4.9] [April 30, 2012 100 F Street, N.E. Dear Sirs/Madams: We have read Item 16F of Form 20-F of WSP Holdings Limited ("WSP") for the year ended December 31, 2011 which WSP expects to file on or about April 30, 2012, and have the following comments: 1. We agree with the statements made in the first sentence of paragraph 1 and] [Name of Subsidiaries Place of Incorporation 1. First Space Holdings Limited British Virgin Islands 2. Wuxi Seamless Oil Pipes Co. Ltd. PRC 3. Liaoyang Seamless Oil Pipes Co. Ltd. PRC 4. Houston OCTG Group, Inc. 5. Mengfeng Special Steel Co. Ltd. PRC 6. Bazhou Seamless Oil Pipes Co. Ltd. PRC 7. Songyuan Seamless Oil Pipes Co. Ltd. PRC 8. WSP] [Certification by the Chief Executive Officer I, Longhua Piao, certify that: 1. I have reviewed this annual report on Form 20-F of WSP 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 made, in light of] [Certification by the Chief Financial Officer I, Choon-Hoi Then, certify that: 1. I have reviewed this annual report on Form 20-F of WSP 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 made, in light of] [Certification by the Chief Executive Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.1 8 d29418_ex13-1.htm EX-13.1] [Certification by the Chief Financial Officer (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 9 d29418_ex13-2.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement No. 333-153582 on Form S-8 of our report dated September 14, 2011, relating to the Beijing, the People's Republic of China April 30, 2012 EX-15.1 10 d29418_ex15-1.htm EX-15.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement No. 333-153582 on Form S-8 of our report dated April 30, 2012, relating to the consolidated financial statements and condensed parent company financial statements of WSP Holdings Limited and its subsidiaries (collectively, the “Company”) for the year ended December 31, 2011 (which]

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GIGM [GIGAMEDIA] 20-F: Page PART I 3 ITEM 1. IDENTITY OF

[Page PART I 3 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 3 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 ITEM 3. KEY INFORMATION 3 ITEM 4. INFORMATION ON THE COMPANY 24 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 56 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 85 ITEM 7. MAJOR SHAREHOLDERS AND RELATED-PARTY TRANSACTIONS 94 ITEM] [List of Subsidiaries Subsidiary* Year of Incorporation Jurisdiction of Incorporation Hoshin GigaMedia Center, Inc. 1998 Taiwan GigaMedia Finance International Limited 2000 Cayman Islands GigaMedia International Holdings Limited 2004 British Virgin Islands Cambridge Entertainment Software Limited 2004 British Virgin Islands FunTown World Limited 2005 British Virgin Islands GigaMedia Asia Limited 2005 British Virgin Islands FunTown Hong Kong Limited 1999 Hong Kong] [CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER THE SARBANES-OXLEY ACT OF 2002 I, John R. Stringer, Chief Executive Officer of GigaMedia Limited, certify that: 1. I have reviewed this annual report on Form 20-F of GigaMedia Limited; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material] [CERTIFICATION OF THE CHIEF FINANCIAL OFFICER THE SARBANES-OXLEY ACT OF 2002 I, Dirk Chen, Chief Financial Officer of GigaMedia Limited, certify that: 1. I have reviewed this annual report on Form 20-F of GigaMedia; 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] [CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER TO 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. John R. Stringer Chief Executive Officer] [CERTIFICATION OF THE CHIEF FINANCIAL OFFICER TO 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. Dirk Chen Chief Financial Officer] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statements (Form S-8 No. 333-148663, Form S-8 No. 333-142963, Form S-8 No. 333-119616, Form S-8 No. 333-160535 and Form S-8 No. 333-168123) of GigaMedia Limited of our report dated April 30, 2012, on the consolidated financial statements and internal control over financial reporting] [CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statements (Form S-8 No. 333-148663, Form S-8 No. 333-142963, Form S-8 No. 333-119616, Form S-8 No. 333-160535 and Form S-8 No. 333-168123) of GigaMedia Limited of our report dated April 30, 2012, on the consolidated financial statements of Mangas Everest S.A.S. (which expresses an unqualified opinion] [GHP Horwath, P.C. Member Crowe Horwath International MANGAS EVEREST S.A.S. CONSOLIDATED FINANCIAL STATEMENTS THE PERIOD FROM APRIL 1, 2010 THROUGH DECEMBER 31, 2010, AND YEAR ENDED DECEMBER 31, 2011 MANGAS EVEREST S.A.S. CONSOLIDATED FINANCIAL STATEMENTS PERIOD FROM APRIL 1, 2010 THROUGH DECEMBER 31, 2010, AND THE YEAR ENDED DECEMBER 31, 2011 Index Page Independent Auditors’ Report 1 Consolidated Statements of]

SIMO [Silicon Motion Technology] 20-F: (Original Filing)

[Title of each class Name of each exchange on which registered Ordinary shares, par value US$0.01 per share* American Depositary Shares, each representing four ordinary shares Nasdaq Global Select Market * Not for trading, but only in connection with the listing on the Nasdaq Global Select Market of American Depositary Shares, or ADSs, each representing four ordinary shares. None None] [Subsidiaries of Silicon Motion Technology Corporation Lake Tahoe Investment Corporation, a corporation organized under the laws of the Cayman Islands (“Lake Tahoe”). Silicon Motion Korea Ltd., a corporation organized under the laws of Korea (‘SMK”, a wholly-owned subsidiary of Lake Tahoe). FCI, Inc., a corporation organized under the laws of Korea (“FCI”, a wholly-owned subsidiary of Lake Tahoe). Silicon Motion,] [I, Wallace C. Kou, certify that: 1. I have reviewed this annual report on Form 20-F of Silicon Motion Technology 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] [I, Riyadh Lai, certify that: 1. I have reviewed this annual report on Form 20-F of Silicon Motion Technology 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 were] [Wallace C. Kou, President & Chief Executive Officer Riyadh Lai, Chief Financial Officer EX-13.1 5 d306662dex131.htm CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deloitte & Touche Taipei, Taiwan Republic of China April 25, 2012 EX-23.1 6 d306662dex231.htm CONSENT OF DELOITTE & TOUCHE]

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SIMO [Silicon Motion Technology] 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 US$0.01 per share* American Depositary Shares, each representing four ordinary shares Nasdaq Global Select Market * Not for trading, but only in connection with the listing on the Nasdaq Global Select Market of American Depositary Shares, or ADSs, each representing four ordinary shares. None None] [Subsidiaries of Silicon Motion Technology Corporation Lake Tahoe Investment Corporation, a corporation organized under the laws of the Cayman Islands (“Lake Tahoe”). Silicon Motion Korea Ltd., a corporation organized under the laws of Korea (‘SMK”, a wholly-owned subsidiary of Lake Tahoe). FCI, Inc., a corporation organized under the laws of Korea (“FCI”, a wholly-owned subsidiary of Lake Tahoe). Silicon Motion,] [I, Wallace C. Kou, certify that: 1. I have reviewed this annual report on Form 20-F of Silicon Motion Technology 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] [I, Riyadh Lai, certify that: 1. I have reviewed this annual report on Form 20-F of Silicon Motion Technology 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 were] [Wallace C. Kou, President & Chief Executive Officer Riyadh Lai, Chief Financial Officer EX-13.1 5 d306662dex131.htm CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deloitte & Touche Taipei, Taiwan Republic of China April 25, 2012 EX-23.1 6 d306662dex231.htm CONSENT OF DELOITTE & TOUCHE]

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

[FORM 20-F o OR ý For the Fiscal Year Ended December 31, 2011 OR o For the transition period from to OR o UTStarcom Holdings Corp. N/A Cayman Islands (Jurisdiction of incorporation or organization) 52-2 Building, BDA International Enterprise Avenue Jing Ou-Yang None Title of Each Class Name of Exchange on which Registered Ordinary Shares, $0.00125 par value The NASDAQ] [EX-4.3 2 a2209029zex-4_3.htm EX-4.3] [SUBSIDIARIES OF UTSTARCOM HOLDINGS CORP. Name Place of Incorporation Proportion of 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 (China), Co., Ltd(1) China 100 % UTStarcom Telecom Co., Ltd(1) China 100 % UTStarcom (Chongqing) Telecom Co., Ltd. China] [CERTIFICATION I, Jack Lu, 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, Jin Jiang, 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] [(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 27, 2012 Jack Lu President and Chief Executive Officer EX-13.1 6 a2209029zex-13_1.htm EX-13.1] [(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 27, 2012 Jin Jiang Senior Vice President and Chief Financial Officer EX-13.2 7 a2209029zex-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 27, 2012 relating to the consolidated financial statements, financial statement schedules and the effectiveness of internal control over financial]

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XUE [Xueda Education] 20-F: (Original Filing)

[None Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report: 133,505,836 Ordinary Shares o Yes x No o Yes x No x Yes o No o Yes o No Large accelerated filer o Accelerated filer x Non-accelerated filer o U.S.] [Beijing Weland International Education and Technology Corp. Share Transfer Framework Agreement Among Zhang Tian Xu Heng Beijing Xueda Information Technology Co., Ltd. Chen Li and Song Junbo March 30, 2012 1 TABLE OF CONTENT SECTION 1 DEFINITION 4 SECTION 2 FUNDAMENTAL TRANSACTION ARRANGEMENT 5 SECTION 3 SHARE TRANSFER AND PAYMENT ARRANGEMENT RELATED TO SHARE TRANSFER 5 SECTION 4 HANDOVER 7] [List of Subsidiaries Name Jurisdiction of Incorporation Wholly-Owned Subsidiaries China Xueda Corporation Limited Hong Kong Xuecheng Century (Beijing) Information Technology Co., Ltd. China Beijing Xueda Education & Training Consulting Co., Ltd. China Consolidated Affiliated Entities Beijing Xueda Information Technology Co., Ltd. China EX-8.1 3 a12-6680_1ex8d1.htm EX-8.1] [Certification by the Chief Executive Officer I, Xin Jin, certify that: 1. I have reviewed this annual report on Form 20-F of Xueda Education Group; 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] [Certification by the Chief Financial Officer I, Junfeng Gao, certify that: 1. I have reviewed this annual report on Form 20-F of Xueda Education Group; 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] [Certification by the Chief Executive Officer (b) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.1 6 a12-6680_1ex13d1.htm EX-13.1] [Certification by the Chief Financial Officer (b) 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 7 a12-6680_1ex13d2.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement No. 333-171434 on Form S-8 of our reports dated April 27, 2012, relating to the consolidated financial statements of Xueda Education Group, its subsidiaries, its variable interest entity (the “VIE”) and its VIE’s subsidiaries (collectively, the “Group”), and the effectiveness of the]

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XUE [Xueda Education] 20-F: None Indicate the number of outstanding shares of

[None Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report: 133,505,836 Ordinary Shares o Yes x No o Yes x No x Yes o No o Yes o No Large accelerated filer o Accelerated filer x Non-accelerated filer o U.S.] [Beijing Weland International Education and Technology Corp. Share Transfer Framework Agreement Among Zhang Tian Xu Heng Beijing Xueda Information Technology Co., Ltd. Chen Li and Song Junbo March 30, 2012 1 TABLE OF CONTENT SECTION 1 DEFINITION 4 SECTION 2 FUNDAMENTAL TRANSACTION ARRANGEMENT 5 SECTION 3 SHARE TRANSFER AND PAYMENT ARRANGEMENT RELATED TO SHARE TRANSFER 5 SECTION 4 HANDOVER 7] [List of Subsidiaries Name Jurisdiction of Incorporation Wholly-Owned Subsidiaries China Xueda Corporation Limited Hong Kong Xuecheng Century (Beijing) Information Technology Co., Ltd. China Beijing Xueda Education & Training Consulting Co., Ltd. China Consolidated Affiliated Entities Beijing Xueda Information Technology Co., Ltd. China EX-8.1 3 a12-6680_1ex8d1.htm EX-8.1] [Certification by the Chief Executive Officer I, Xin Jin, certify that: 1. I have reviewed this annual report on Form 20-F of Xueda Education Group; 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] [Certification by the Chief Financial Officer I, Junfeng Gao, certify that: 1. I have reviewed this annual report on Form 20-F of Xueda Education Group; 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] [Certification by the Chief Executive Officer (b) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.1 6 a12-6680_1ex13d1.htm EX-13.1] [Certification by the Chief Financial Officer (b) 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 7 a12-6680_1ex13d2.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement No. 333-171434 on Form S-8 of our reports dated April 27, 2012, relating to the consolidated financial statements of Xueda Education Group, its subsidiaries, its variable interest entity (the “VIE”) and its VIE’s subsidiaries (collectively, the “Group”), and the effectiveness of the]

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SMI [SEMICONDUCTOR MANUFACTURING INTERNATIONAL] 20-F: None None Indicate the number of outstanding shares

[None None Indicate the number of outstanding shares of each of the issuer’s classes of capital or ordinary shares as of the close of the period covered by the annual report. As of December 31, 2011, there were 27,487,676,065 ordinary shares, par value US$0.0004 per share, outstanding, of which 1,940,075,200 ordinary shares were held in the form of 38,801,504 ADSs.] [Table of Contents List of Subsidiaries Jurisdiction of Name of Subsidiary Incorporation Names Under Which Subsidiary Does Business Semiconductor Manufacturing International (Shanghai) Corporation PRC Semiconductor Manufacturing International (Shanghai) Corporation Semiconductor Manufacturing International (Beijing) Corporation PRC Semiconductor Manufacturing International (Beijing) Corporation Semiconductor Manufacturing International (Tianjin) Corporation PRC Semiconductor Manufacturing International (Tianjin) Corporation] [Table of Contents CERTIFICATIONS I, Tzu-Yin Chiu, certify that: 1. I have reviewed this annual report on Form 20-F of Semiconductor Manufacturing International 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] [Table of Contents CERTIFICATION I, Gary Tseng, certify that: I have reviewed this annual report on Form 20-F of Semiconductor Manufacturing International Corporation; 1. 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] [Table of Contents Dr. Tzu-Yin Chiu Chief Executive Officer and Executive Director Gary Tseng Chief Financial Officer] [Table of Contents CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement Nos. 333-170770 and 333-113797 on Form S-8 of our reports dated March 29, 2012, relating to the financial statements and financial statement schedule of Semiconductor Manufacturing International Corporation, and the effectiveness of Semiconductor Manufacturing International Corporation’s internal control over financial]

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