CYD [CHINA YUCHAI INTERNATIONAL] 20-F: (Original Filing)

[TABLE OFNTENTS Page Certain Definitions and Supplemental Information 3 4 Part I Item1. Identity of Directors, Senior Management andvisers 5 Item2. Offer Statistics and Expected Timetable 5 Item3. Key Information 5 Item4. Information on thempany 30 Item4A. Unresolved Staffmments 53 Item5. Operating and Financial Review and Prospects] [The particulars of thempanys subsidiaries at December31, 2010 are set forth below: - Attributable equity interests Name ofmpany Jurisdiction Direct Indirect Guangxi Yuchai Machinerympany Limited Peoples Republic of China (PRC) 76.4 % Guangxi Yulin Yuchai Accessories Manufacturingmpany Limited 74.2 % Yuchai Express Guarantee] [I,w Boo Guan, certify that: 1. I have reviewed this annual report on Form 20-F of China Yuchai International Limited (thempany); 2. Based on my knowledge, this annual 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] [(ii)the informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany.w Boo Guan President and Director (ii)the informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Hoh Weng Ming]

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CYD [CHINA YUCHAI INTERNATIONAL] 20-F: TABLE OFNTENTS Page Certain Definitions and Supplemental Information

[TABLE OFNTENTS Page Certain Definitions and Supplemental Information 3 4 Part I Item1. Identity of Directors, Senior Management andvisers 5 Item2. Offer Statistics and Expected Timetable 5 Item3. Key Information 5 Item4. Information on thempany 30 Item4A. Unresolved Staffmments 53 Item5. Operating and Financial Review and Prospects] [The particulars of thempanys subsidiaries at December31, 2010 are set forth below: - Attributable equity interests Name ofmpany Jurisdiction Direct Indirect Guangxi Yuchai Machinerympany Limited Peoples Republic of China (PRC) 76.4 % Guangxi Yulin Yuchai Accessories Manufacturingmpany Limited 74.2 % Yuchai Express Guarantee] [I,w Boo Guan, certify that: 1. I have reviewed this annual report on Form 20-F of China Yuchai International Limited (thempany); 2. Based on my knowledge, this annual 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] [(ii)the informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany.w Boo Guan President and Director (ii)the informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Hoh Weng Ming]

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AMCN [AIRMEDIA] 20-F: (Original Filing)

[FORM 20-F (Mark One) OR December 31, 2010 For the fiscal year ended OR OR Date of event requiring this shell company report _________________________ For the transition period from ___________ to ___________. 001-33765 AIRMEDIA GROUP INC. Not Applicable Cayman Islands 17/F, Sky Plaza No. 46 Dongzhimenwai Street Dongcheng District, Beijing 100027 The People’s Republic of China Ping Sun AirMedia Group] [List of Subsidiaries Wholly-Owned Subsidiaries Place of Incorporation 1. Broad Cosmos Enterprises Ltd. British Virgin Islands 2. Air Media International Ltd. British Virgin Islands 3. Excel Lead International Limited British Virgin Islands 4. Dominant City Ltd. British Virgin Islands 5. Air Media (China) Limited Hong Kong 6. Royal Mart Limited Hong Kong 7. Glorious Star Investment Limited Hong Kong 8.] [CERTIFICATIONS I, Herman Man Guo, certify that: 1. I have reviewed this annual report on Form 20-F of AirMedia Group 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] [CERTIFICATIONS I, Ping Sun, certify that: 1. I have reviewed this annual report on Form 20-F of AirMedia Group 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] [OF THE SARBANES-OXLEY ACT OF 2002 2. Information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company. Herman Man Guo Chief Executive Officer] [OF THE SARBANES-OXLEY ACT OF 2002 2. Information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company. Ping Sun Chief Financial Officer (Principal Financial and Accounting Officer)] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statements No. 333-148352, 333-164219 on Form S-8 and No. 333-161067 on Form F-3 of our reports dated May 5, 2011, relating to the consolidated financial statements and financial statement schedule of AirMedia Group Inc., its subsidiaries, its variable interest entities (the “VIEs”) and] [通 商 律 師 事 務 所 www.tongshang.com May 6, 2011 AirMedia Group Inc. Dear Sirs, Sincerely Yours,] [AirMedia Group Inc. May 6, 2011 Dear Sirs AirMedia Group Inc. Company SEC Annual Report We have acted as legal advisors as to the laws of the Cayman Islands to AirMedia Group Inc., an exempted limited liability company incorporated in the Cayman Islands (the " Yours faithfully]

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AMCN [AIRMEDIA] 20-F: FORM 20-F (Mark One) OR December 31, 2010

[FORM 20-F (Mark One) OR December 31, 2010 For the fiscal year ended OR OR Date of event requiring this shell company report _________________________ For the transition period from ___________ to ___________. 001-33765 AIRMEDIA GROUP INC. Not Applicable Cayman Islands 17/F, Sky Plaza No. 46 Dongzhimenwai Street Dongcheng District, Beijing 100027 The People’s Republic of China Ping Sun AirMedia Group] [List of Subsidiaries Wholly-Owned Subsidiaries Place of Incorporation 1. Broad Cosmos Enterprises Ltd. British Virgin Islands 2. Air Media International Ltd. British Virgin Islands 3. Excel Lead International Limited British Virgin Islands 4. Dominant City Ltd. British Virgin Islands 5. Air Media (China) Limited Hong Kong 6. Royal Mart Limited Hong Kong 7. Glorious Star Investment Limited Hong Kong 8.] [CERTIFICATIONS I, Herman Man Guo, certify that: 1. I have reviewed this annual report on Form 20-F of AirMedia Group 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] [CERTIFICATIONS I, Ping Sun, certify that: 1. I have reviewed this annual report on Form 20-F of AirMedia Group 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] [OF THE SARBANES-OXLEY ACT OF 2002 2. Information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company. Herman Man Guo Chief Executive Officer] [OF THE SARBANES-OXLEY ACT OF 2002 2. Information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company. Ping Sun Chief Financial Officer (Principal Financial and Accounting Officer)] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statements No. 333-148352, 333-164219 on Form S-8 and No. 333-161067 on Form F-3 of our reports dated May 5, 2011, relating to the consolidated financial statements and financial statement schedule of AirMedia Group Inc., its subsidiaries, its variable interest entities (the “VIEs”) and] [通 商 律 師 事 務 所 www.tongshang.com May 6, 2011 AirMedia Group Inc. Dear Sirs, Sincerely Yours,] [AirMedia Group Inc. May 6, 2011 Dear Sirs AirMedia Group Inc. Company SEC Annual Report We have acted as legal advisors as to the laws of the Cayman Islands to AirMedia Group Inc., an exempted limited liability company incorporated in the Cayman Islands (the " Yours faithfully]

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CISG [CNINSURE] 20-F: (Original Filing)

[] [TH DATED THE 27 (1) INSCOM HK LIMITED and (2) INSCOM GROUP LIMITED and (3) INSCOM HOLDING LIMITED and (4) APOLLO & MUSE HOLDING LIMITED and (5) CLEVER STAR HOLDINGS LIMITED and (6) CISG HOLDINGS LIMITED SUPPLEMENTAL SUBSCRIPTION INSCOM HOLDING LIMITED STEVENSON, WONG & CO. THIS SUPPLEMENTAL SUBSCRIPTION AND SHARES PURCHASE AND SHAREHOLDERS AGREEMENT th BETWEEN (1) INSCOM HK LIMITED] [DATED THE 29TH DAY OF OCTOBER, 2010 (1) INSCOM HOLDING LIMITED and (2) INSCOM GROUP LIMITED and (3) INSCOM HK LIMITED and (4) APOLLO & MUSE HOLDING LIMITED and (5) CLEVER STAR HOLDINGS LIMITED and (6) CISG HOLDINGS LTD. and (7) WANG STRATEGIC CAPITAL PARTNERS (II) LIMITED and (8) HARBOR PACIFIC CAPITAL PARTNERS I, LP DEED OF ADHERENCE INSCOM HOLDING] [DATED THE 29TH DAY OF OCTOBER 2010 (1) INSCOM HOLDING LIMITED and (2) INSCOM GROUP LIMITED and (3) INSCOM HK LIMITED and (4) APOLLO & MUSE HOLDING LIMITED and (5) CLEVER STAR HOLDINGS LIMITED and (6) WANG STRATEGIC CAPITAL PARTNERS (II) LIMITED and (7) HARBOR PACIFIC CAPITAL PARTNERS I, LP SUBSCRIPTION and SHARE PURCHASE INSCOM HOLDING LIMITED STEVENSON, WONG &] [Put Option Agreement among Hu Yinan and APOLLO & MUSE HOLDING LIMITED WANG STRATEGIC CAPITAL PARTNERS (II) LIMITED HARBOR PACIFIC CAPITAL PARTNERS I, LP 29th OCTOBER 2010 Table of Contents Article Page 1 DEFINITIONS AND INTERPRETATION 3 2 PUT OPTION 5 3 ENTIRE AGREEMENT 7 4 CONFIDENTIALITY 7 5 NOTICE AND OTHER COMMUNICATION 8 6 GENERAL 9 7 APPLICABLE LAW] [LOAN AGREEMENT this Agreement December 3 THIS LOAN AGREEMENT (“ Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Party B: Chunlin Wang WHEREAS: 1. PRC Party A is a wholly foreign-owned enterprise duly incorporated under the laws of the People’s Republic of China (the “ 2. Shenzhen Xinbao Party B is a Chinese citizen and holds 95% equity] [EQUITY PLEDGE AGREEMENT this Agreement December 3, THIS EQUITY PLEDGE AGREEMENT (hereinafter “ Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Party B: Chunlin Wang Third Party: Shenzhen Xinbao Investment Management Co., Ltd. WHEREAS: 1. PRC Party A is a wholly foreign-owned enterprise incorporated in the People’s Republic of China (hereinafter the “ 2. Shenzhen Xinbao Party B] [EXCLUSIVE PURCHASE OPTION AGREEMENT this Agreement December 3 THIS EXCLUSIVE PURCHASE OPTION AGREEMENT (hereinafter “ Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Party B: Chunlin Wang Party C: Shenzhen Xinbao Investment Management Co., Ltd. Party Parties In this Agreement, Party A, Party B and Party C are referred to individually as a “ WHEREAS: 1. PRC Party] [POWER OF ATTORNEY PRC Shenzhen Xinbao Ying Si Kang I, Chunlin Wang, a citizen of the People’s Republic of China (the “ I hereby authorize the person designated by Ying Si Kang which it thinks fit to represent me with full power to exercise all voting rights of shareholder to which I shall be entitled in accordance with PRC laws] [LOAN AGREEMENT this Agreement December 3 THIS LOAN AGREEMENT (“ Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Party B: Yuan Tian WHEREAS: 1. PRC Party A is a wholly foreign-owned enterprise duly incorporated under the laws of the People’s Republic of China (the “ 2. Shenzhen Xinbao Party B is a Chinese citizen and holds 5% equity] [EQUITY PLEDGE AGREEMENT this Agreement December 3, THIS EQUITY PLEDGE AGREEMENT (hereinafter “ Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Party B: Yuan Tian Third Party: Shenzhen Xinbao Investment Management Co., Ltd. WHEREAS: 1. PRC Party A is a wholly foreign-owned enterprise incorporated in the People’s Republic of China (hereinafter the “ 2. Shenzhen Xinbao Party B] [EXCLUSIVE PURCHASE OPTION AGREEMENT this Agreement December 3 THIS EXCLUSIVE PURCHASE OPTION AGREEMENT (hereinafter “ Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Party B: Yuan Tian Party C: Shenzhen Xinbao Investment Management Co., Ltd. Party Parties In this Agreement, Party A, Party B and Party C are referred to individually as a “ WHEREAS: 1. PRC Party] [POWER OF ATTORNEY PRC Shenzhen Xinbao Ying Si Kang I, Yuan Tian, a citizen of the People’s Republic of China (the “ I hereby authorize the person designated by Ying Si Kang which it thinks fit to represent me with full power to exercise all voting rights of shareholder to which I shall be entitled in accordance with PRC laws] [SHARE SUBSCRIPTION AGREEMENT Agreement Company WS CISG Subscribers Mr. Lin Expert Central Mancini Founder parties party This Share Subscription Agreement (this “ W I T N E S S E T H : WHEREAS, Mr. Lin is the sole shareholder of each of Expert Central and Mancini which collectively are the record and beneficial owners of all of the outstanding] [EXECUTION COPY SHARE PURCHASE AGREEMENT dated as of March 24 , 2011 among WINNER SIGHT GLOBAL LIMITED, CNINSURE INC., CISG HOLDINGS LTD., GUANGDONG MEIDIYA INVESTMENT CO., LTD., MR. KEPING LIN, EXPERT CENTRAL LIMITED, MANCINI HOLDINGS LIMITED, DATONG INTERNATIONAL HOLDINGS LIMITED, DATONG GROUP LIMITED, BEIJING DAHUA RONGJIN INFORMATION TECHNOLOGY LIMITED, BEIJING FANHUA DATONG INVESTMENT MANAGEMENT CO., LTD., and DATONG INSURANCE SALES] [SHARE TRANSFER AGREEMENT by and between Guangdong Meidiya Investment Co., Ltd. and Beijing Min Si Lian Hua Investment Management Co., Ltd. Regarding Beijing Fanhua Datong Investment Management Co., Ltd. This Agreement is entered into by and among the following parties on March 24, 2011, in Beijing. Guangdong Meidiya Transferor Transferor: Guangdong Meidiya Investment Co., Ltd. (“ Address: Room 603, Xiangkang] [Supplemental Agreement to Share Transfer Agreement by and between Guangdong Meidiya Investment Co., Ltd. and Beijing Min Si Lian Hua Investment Management Co., Ltd. Regarding Beijing Fanhua Datong Investment Management Co., Ltd. this Agreement March 24 This Supplemental Agreement to the Share Transfer Agreement (“ Guangdong Meidiya Transferor Transferor: Guangdong Meidiya Investment Co., Ltd. (“ Min Si Lian Hua Transferee] [SETTLEMENT AGREEMENT (SHAREHOLDERS AGREEMENT) “Agreement” This Settlement Agreement (this Party A: Guangdong Meidiya Investment Co., Ltd. Party B: Keping Lin Party C: Beijing Fanhua Datong Investment Management Co., Ltd. Parties The three parties mentioned above are referred to collectively as the “ WHEREAS: 1. “Datong Investment” PRC Party C (or 2. “Original Shareholders Agreements” Party A and Party B have] [FORM OF CONSULTING AND SERVICE AGREEMENT THIS CONSULTING AND SERVICE AGREEMENT (hereinafter referred to as “this Agreement”) is entered into on Party A: Fanhua Xinlian Information Technology Consulting (Shenzhen) Co., Ltd. rd Address: Rooms E2, F1, Tower Building, Times Fortune Building, Fuhua 3 Party B: Address: WHEREAS: (1) Party A is an enterprise duly incorporated under the laws of the] [FORM OF CONSULTING AND SERVICE AGREEMENT THIS CONSULTING AND SERVICE AGREEMENT (hereinafter referred to as “this Agreement”) is entered into in on Party A: Fanhua Zhonnglian Enterprise Image Planning (Shenzhen) Co., Ltd. rd Address: Room E1, E4 and E6, 22/F, Tower Building, Times Fortune Building, Fuhua 3 Party B: Address: WHEREAS: (1) Party A is an enterprise duly incorporated under] [FORM OF IT PLATFORM SERVICE AGREEMENT Party A: Party B: Litian Zhuoyue Software (Beijing) Co., Ltd. (hereinafter referred to as “Party B”) Contract Law of the People’s Republic of China 1. Service items During the term of the system platform service, Party A shall be entitled to the following services: (1) Service for the provision of spaces: Party B shall] [List of Subsidiaries and Consolidated Affiliated Entities Percentage attributable to our Place of Subsidiaries company incorporation 1. CISG Holdings Ltd. 100 % BVI 2. CNinsure Holdings Ltd. 100 % BVI 3. Intense Rise Limited 100 % Hong Kong 4. Fanhua Zhonglian Enterprise Image Planning (Shenzhen) Co., Ltd. (formerly known as Haidileji Enterprise Image Planning (Shenzhen) Co., Ltd.). 100 % PRC] [Certification by the Chief Executive Officer I, Yinan Hu, certify that: 1. I have reviewed this annual report on Form 20-F of CNinsure Inc. (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] [Certification by the Chief Financial Officer I, Peng Ge, certify that: 1. I have reviewed this annual report on Form 20-F of CNinsure Inc. (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] [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. Yinan Hu Chief Executive Officer] [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. Peng Ge Chief Financial Officer] [[Letterhead of Maples and Calder] Our ref VZL\628018\4489002v1 Direct tel +852 2971 3095 Email valerie.law@maplesandcalder.com CNinsure Inc. 4 May 2011 Dear Sirs Re: CNinsure Inc. (the “Company”) Yours faithfully Maples and Calder] [Commerce & Finance Law Offices www.tongshang.com.cn E-mail Add: beijing@tongshang.com Website: May 4, 2011 To: CNinsure Inc. 22/F, Yinhai Building Dear Sirs, Yours faithfully, Commerce & Finance Law Offices] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deloitte Touche Tohmatsu]

CISG [CNINSURE] 20-F:

[] [TH DATED THE 27 (1) INSCOM HK LIMITED and (2) INSCOM GROUP LIMITED and (3) INSCOM HOLDING LIMITED and (4) APOLLO & MUSE HOLDING LIMITED and (5) CLEVER STAR HOLDINGS LIMITED and (6) CISG HOLDINGS LIMITED SUPPLEMENTAL SUBSCRIPTION INSCOM HOLDING LIMITED STEVENSON, WONG & CO. THIS SUPPLEMENTAL SUBSCRIPTION AND SHARES PURCHASE AND SHAREHOLDERS AGREEMENT th BETWEEN (1) INSCOM HK LIMITED] [DATED THE 29TH DAY OF OCTOBER, 2010 (1) INSCOM HOLDING LIMITED and (2) INSCOM GROUP LIMITED and (3) INSCOM HK LIMITED and (4) APOLLO & MUSE HOLDING LIMITED and (5) CLEVER STAR HOLDINGS LIMITED and (6) CISG HOLDINGS LTD. and (7) WANG STRATEGIC CAPITAL PARTNERS (II) LIMITED and (8) HARBOR PACIFIC CAPITAL PARTNERS I, LP DEED OF ADHERENCE INSCOM HOLDING] [DATED THE 29TH DAY OF OCTOBER 2010 (1) INSCOM HOLDING LIMITED and (2) INSCOM GROUP LIMITED and (3) INSCOM HK LIMITED and (4) APOLLO & MUSE HOLDING LIMITED and (5) CLEVER STAR HOLDINGS LIMITED and (6) WANG STRATEGIC CAPITAL PARTNERS (II) LIMITED and (7) HARBOR PACIFIC CAPITAL PARTNERS I, LP SUBSCRIPTION and SHARE PURCHASE INSCOM HOLDING LIMITED STEVENSON, WONG &] [Put Option Agreement among Hu Yinan and APOLLO & MUSE HOLDING LIMITED WANG STRATEGIC CAPITAL PARTNERS (II) LIMITED HARBOR PACIFIC CAPITAL PARTNERS I, LP 29th OCTOBER 2010 Table of Contents Article Page 1 DEFINITIONS AND INTERPRETATION 3 2 PUT OPTION 5 3 ENTIRE AGREEMENT 7 4 CONFIDENTIALITY 7 5 NOTICE AND OTHER COMMUNICATION 8 6 GENERAL 9 7 APPLICABLE LAW] [LOAN AGREEMENT this Agreement December 3 THIS LOAN AGREEMENT (“ Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Party B: Chunlin Wang WHEREAS: 1. PRC Party A is a wholly foreign-owned enterprise duly incorporated under the laws of the People’s Republic of China (the “ 2. Shenzhen Xinbao Party B is a Chinese citizen and holds 95% equity] [EQUITY PLEDGE AGREEMENT this Agreement December 3, THIS EQUITY PLEDGE AGREEMENT (hereinafter “ Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Party B: Chunlin Wang Third Party: Shenzhen Xinbao Investment Management Co., Ltd. WHEREAS: 1. PRC Party A is a wholly foreign-owned enterprise incorporated in the People’s Republic of China (hereinafter the “ 2. Shenzhen Xinbao Party B] [EXCLUSIVE PURCHASE OPTION AGREEMENT this Agreement December 3 THIS EXCLUSIVE PURCHASE OPTION AGREEMENT (hereinafter “ Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Party B: Chunlin Wang Party C: Shenzhen Xinbao Investment Management Co., Ltd. Party Parties In this Agreement, Party A, Party B and Party C are referred to individually as a “ WHEREAS: 1. PRC Party] [POWER OF ATTORNEY PRC Shenzhen Xinbao Ying Si Kang I, Chunlin Wang, a citizen of the People’s Republic of China (the “ I hereby authorize the person designated by Ying Si Kang which it thinks fit to represent me with full power to exercise all voting rights of shareholder to which I shall be entitled in accordance with PRC laws] [LOAN AGREEMENT this Agreement December 3 THIS LOAN AGREEMENT (“ Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Party B: Yuan Tian WHEREAS: 1. PRC Party A is a wholly foreign-owned enterprise duly incorporated under the laws of the People’s Republic of China (the “ 2. Shenzhen Xinbao Party B is a Chinese citizen and holds 5% equity] [EQUITY PLEDGE AGREEMENT this Agreement December 3, THIS EQUITY PLEDGE AGREEMENT (hereinafter “ Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Party B: Yuan Tian Third Party: Shenzhen Xinbao Investment Management Co., Ltd. WHEREAS: 1. PRC Party A is a wholly foreign-owned enterprise incorporated in the People’s Republic of China (hereinafter the “ 2. Shenzhen Xinbao Party B] [EXCLUSIVE PURCHASE OPTION AGREEMENT this Agreement December 3 THIS EXCLUSIVE PURCHASE OPTION AGREEMENT (hereinafter “ Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Party B: Yuan Tian Party C: Shenzhen Xinbao Investment Management Co., Ltd. Party Parties In this Agreement, Party A, Party B and Party C are referred to individually as a “ WHEREAS: 1. PRC Party] [POWER OF ATTORNEY PRC Shenzhen Xinbao Ying Si Kang I, Yuan Tian, a citizen of the People’s Republic of China (the “ I hereby authorize the person designated by Ying Si Kang which it thinks fit to represent me with full power to exercise all voting rights of shareholder to which I shall be entitled in accordance with PRC laws] [SHARE SUBSCRIPTION AGREEMENT Agreement Company WS CISG Subscribers Mr. Lin Expert Central Mancini Founder parties party This Share Subscription Agreement (this “ W I T N E S S E T H : WHEREAS, Mr. Lin is the sole shareholder of each of Expert Central and Mancini which collectively are the record and beneficial owners of all of the outstanding] [EXECUTION COPY SHARE PURCHASE AGREEMENT dated as of March 24 , 2011 among WINNER SIGHT GLOBAL LIMITED, CNINSURE INC., CISG HOLDINGS LTD., GUANGDONG MEIDIYA INVESTMENT CO., LTD., MR. KEPING LIN, EXPERT CENTRAL LIMITED, MANCINI HOLDINGS LIMITED, DATONG INTERNATIONAL HOLDINGS LIMITED, DATONG GROUP LIMITED, BEIJING DAHUA RONGJIN INFORMATION TECHNOLOGY LIMITED, BEIJING FANHUA DATONG INVESTMENT MANAGEMENT CO., LTD., and DATONG INSURANCE SALES] [SHARE TRANSFER AGREEMENT by and between Guangdong Meidiya Investment Co., Ltd. and Beijing Min Si Lian Hua Investment Management Co., Ltd. Regarding Beijing Fanhua Datong Investment Management Co., Ltd. This Agreement is entered into by and among the following parties on March 24, 2011, in Beijing. Guangdong Meidiya Transferor Transferor: Guangdong Meidiya Investment Co., Ltd. (“ Address: Room 603, Xiangkang] [Supplemental Agreement to Share Transfer Agreement by and between Guangdong Meidiya Investment Co., Ltd. and Beijing Min Si Lian Hua Investment Management Co., Ltd. Regarding Beijing Fanhua Datong Investment Management Co., Ltd. this Agreement March 24 This Supplemental Agreement to the Share Transfer Agreement (“ Guangdong Meidiya Transferor Transferor: Guangdong Meidiya Investment Co., Ltd. (“ Min Si Lian Hua Transferee] [SETTLEMENT AGREEMENT (SHAREHOLDERS AGREEMENT) “Agreement” This Settlement Agreement (this Party A: Guangdong Meidiya Investment Co., Ltd. Party B: Keping Lin Party C: Beijing Fanhua Datong Investment Management Co., Ltd. Parties The three parties mentioned above are referred to collectively as the “ WHEREAS: 1. “Datong Investment” PRC Party C (or 2. “Original Shareholders Agreements” Party A and Party B have] [FORM OF CONSULTING AND SERVICE AGREEMENT THIS CONSULTING AND SERVICE AGREEMENT (hereinafter referred to as “this Agreement”) is entered into on Party A: Fanhua Xinlian Information Technology Consulting (Shenzhen) Co., Ltd. rd Address: Rooms E2, F1, Tower Building, Times Fortune Building, Fuhua 3 Party B: Address: WHEREAS: (1) Party A is an enterprise duly incorporated under the laws of the] [FORM OF CONSULTING AND SERVICE AGREEMENT THIS CONSULTING AND SERVICE AGREEMENT (hereinafter referred to as “this Agreement”) is entered into in on Party A: Fanhua Zhonnglian Enterprise Image Planning (Shenzhen) Co., Ltd. rd Address: Room E1, E4 and E6, 22/F, Tower Building, Times Fortune Building, Fuhua 3 Party B: Address: WHEREAS: (1) Party A is an enterprise duly incorporated under] [FORM OF IT PLATFORM SERVICE AGREEMENT Party A: Party B: Litian Zhuoyue Software (Beijing) Co., Ltd. (hereinafter referred to as “Party B”) Contract Law of the People’s Republic of China 1. Service items During the term of the system platform service, Party A shall be entitled to the following services: (1) Service for the provision of spaces: Party B shall] [List of Subsidiaries and Consolidated Affiliated Entities Percentage attributable to our Place of Subsidiaries company incorporation 1. CISG Holdings Ltd. 100 % BVI 2. CNinsure Holdings Ltd. 100 % BVI 3. Intense Rise Limited 100 % Hong Kong 4. Fanhua Zhonglian Enterprise Image Planning (Shenzhen) Co., Ltd. (formerly known as Haidileji Enterprise Image Planning (Shenzhen) Co., Ltd.). 100 % PRC] [Certification by the Chief Executive Officer I, Yinan Hu, certify that: 1. I have reviewed this annual report on Form 20-F of CNinsure Inc. (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] [Certification by the Chief Financial Officer I, Peng Ge, certify that: 1. I have reviewed this annual report on Form 20-F of CNinsure Inc. (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] [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. Yinan Hu Chief Executive Officer] [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. Peng Ge Chief Financial Officer] [[Letterhead of Maples and Calder] Our ref VZL\628018\4489002v1 Direct tel +852 2971 3095 Email valerie.law@maplesandcalder.com CNinsure Inc. 4 May 2011 Dear Sirs Re: CNinsure Inc. (the “Company”) Yours faithfully Maples and Calder] [Commerce & Finance Law Offices www.tongshang.com.cn E-mail Add: beijing@tongshang.com Website: May 4, 2011 To: CNinsure Inc. 22/F, Yinhai Building Dear Sirs, Yours faithfully, Commerce & Finance Law Offices] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deloitte Touche Tohmatsu]

CHRM [Charm Communications] 20-F: (Original Filing)

[None 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. 15,760,102 Class A ordinary shares and 62,500,000 Class B ordinary shares, par value US$0.0001 per share, as of December 31, 2010 ¨ x ¨ x x ¨ ¨ ¨] [BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. Shanghai Media Group 2011 Advertising Agency Agreement No.: W2011029 Party A: Shanghai Media Group; Advertising Management Center of Shanghai Media Group (“Party A”) Party B: Shang Xing Media Co., Ltd. (“Party B”) WHEREAS: Having each been granted the] [BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. Advertising Agency Agreement Party A: Tianjin TV Satellite Media Co., Ltd. Party B: Shang Xing Media Co., Ltd. Article 1 Scope of Cooperation and General Principles 1.1 In order to foster an ever stronger Tianjin Satellite TV and] [Wholly Owned Subsidiaries • • • • • • • • • Partially Owned Subsidiaries • • • Variable interest entities, each of which is incorporated in the PRC] [CERTIFICATION OF OUR CHIEF EXECUTIVE OFFICER I, He Dang, certify that: 1. I have reviewed this annual report on Form 20-F of Charm Communications 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] [CERTIFICATION OF OUR CHIEF FINANCIAL OFFICER I, Wei Zhou, certify that: 1. I have reviewed this annual report on Form 20-F of Charm Communications 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] [CERTIFICATION OF PERIODIC FINANCIAL REPORT 1. 2. The information contained in the report fairly presents, in all material respects, the financial condition and results of operations of the company. He Dang Chief Executive Officer * A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the company and will] [CERTIFICATION OF PERIODIC FINANCIAL REPORT 1. 2. The information contained in the report fairly presents, in all material respects, the financial condition and results of operations of the company. Wei Zhou Chief Financial Officer * A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the company and will] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement No. 333-170504 on Form S-8 of our report dated May 3, 2011, relating to the consolidated financial statements of Charm Communications Inc., its subsidiaries and its variable interest entities as of December 31, 2009 and 2010 and for the years ended December]

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CHRM [Charm Communications] 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 common stock as of the close of the period covered by the annual report. 15,760,102 Class A ordinary shares and 62,500,000 Class B ordinary shares, par value US$0.0001 per share, as of December 31, 2010 ¨ x ¨ x x ¨ ¨ ¨] [BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. Shanghai Media Group 2011 Advertising Agency Agreement No.: W2011029 Party A: Shanghai Media Group; Advertising Management Center of Shanghai Media Group (“Party A”) Party B: Shang Xing Media Co., Ltd. (“Party B”) WHEREAS: Having each been granted the] [BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. Advertising Agency Agreement Party A: Tianjin TV Satellite Media Co., Ltd. Party B: Shang Xing Media Co., Ltd. Article 1 Scope of Cooperation and General Principles 1.1 In order to foster an ever stronger Tianjin Satellite TV and] [Wholly Owned Subsidiaries • • • • • • • • • Partially Owned Subsidiaries • • • Variable interest entities, each of which is incorporated in the PRC] [CERTIFICATION OF OUR CHIEF EXECUTIVE OFFICER I, He Dang, certify that: 1. I have reviewed this annual report on Form 20-F of Charm Communications 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] [CERTIFICATION OF OUR CHIEF FINANCIAL OFFICER I, Wei Zhou, certify that: 1. I have reviewed this annual report on Form 20-F of Charm Communications 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] [CERTIFICATION OF PERIODIC FINANCIAL REPORT 1. 2. The information contained in the report fairly presents, in all material respects, the financial condition and results of operations of the company. He Dang Chief Executive Officer * A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the company and will] [CERTIFICATION OF PERIODIC FINANCIAL REPORT 1. 2. The information contained in the report fairly presents, in all material respects, the financial condition and results of operations of the company. Wei Zhou Chief Financial Officer * A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the company and will] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement No. 333-170504 on Form S-8 of our report dated May 3, 2011, relating to the consolidated financial statements of Charm Communications Inc., its subsidiaries and its variable interest entities as of December 31, 2009 and 2010 and for the years ended December]

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CSUN [China Sunergy] 20-F: (Original Filing)

[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. 267,287,253 ordinary shares, par value $0.0001 per share, as of December 31, 2010. o x o x x o o o] [Form of Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Shanghai) Solar Science &Technology Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 68 Gangde West Road, Songjiang District, Shanghai Contact person: Jianhua Zou Contact person: Qiang] [Form of Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Shanghai) Solar Science &Technology Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 68 Gangde West Road, Songjiang District, Shanghai Contact person: Jianhua Zou Contact person: Qiang] [Sales Contract XS120100146 Contract No.: Signing Place: Jiangning District, Nanjing The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Shanghai) Solar Science &Technology Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 68 Gangde West Road, Songjiang District, Shanghai Contact person: Jianhua Zou Contact person: Qiang Tao Tel.: 025-52766609 Tel.: 021-57850711] [Form of Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Shanghai) Solar Science &Technology Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 68 Gangde West Road, Songjiang District, Shanghai Contact person: Jianhua Zou Contact person: Qiang] [Form of Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Shanghai) Solar Science &Technology Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 68 Gangde West Road, Songjiang District, Shanghai Contact person: Jianhua Zou Contact person: Qiang] [Sales Contract Contract No.: XS120100197 Signing Place: Jiangning District, Nanjing The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Shanghai) Solar Science &Technology Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 68 Gangde West Road, Songjiang District, Shanghai Code: 211100 Code: Contact person: Jianhua Zou Contact person: Qiang Tao Tel.:] [Form of Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Shanghai) Solar Science &Technology Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 68 Gangde West Road, Songjiang District, Shanghai Code: 211100 Code: Contact person: Jianhua Zou] [Form of Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Shanghai) Solar Science &Technology Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 68 Gangde West Road, Songjiang District, Shanghai Code: 211100 Code: Contact person: Jianhua Zou] [Sales Contract Contract No.: XS120100265 Signing Place: Jiangning District, Nanjing The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Shanghai) Solar Science &Technology Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 68 Gangde West Road, Songjiang District, Shanghai Code: 211100 Code: Contact person: Jianhua Zou Contact person: Qiang Tao Tel.:] [Form of Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Shanghai) Solar Science &Technology Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 68 Gangde West Road, Songjiang District, Shanghai Code: 211100 Code: Contact person: Jianhua Zou] [Form of Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Shanghai) Solar Science &Technology Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 68 Gangde West Road, Songjiang District, Shanghai Code: 211100 Code: Contact person: Jianhua Zou] [Sales Contract Contract No.: XS120100004 Signing Place: Jiangning District, Nanjing The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Nanjing) Renewable Energy Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No.6 Shuige Road, Jiangning Economy and Technology Development Zone, Nanjing Contact person: Jianhua Zou Contact person: Qiang Tao Tel.: 025-52766609 Tel.:] [Form of Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Nanjing) Renewable Energy Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No.6 Shuige Road, Jiangning Economy and Technology Development Zone, Nanjing Postal code: 211100 Postal code: 211100] [Sales Contract Contract No.: XS120100147 Signing Place: Jiangning District, Nanjing The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Nanjing) Renewable Energy Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No.6 Shuige Road, Jiangning Economy and Technology Development Zone, Nanjing Contact person: Jianhua Zou Contact person: Qiang Tao Tel.: 025-52766609 Tel.:] [Sales Contract Contract No.: XS120100157 Signing Place: Jiangning District, Nanjing The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Nanjing) Renewable Energy Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No.6 Shuige Road, Jiangning Economy and Technology Development Zone, Nanjing Contact person: Jianhua Zou Contact person: Qiang Tao Tel.: 025-52766609 Tel.:] [Form of Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Nanjing) Renewable Energy Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No.6 Shuige Road, Jiangning Economy and Technology Development Zone, Nanjing Contact person: Jianhua Zou Contact person:] [Sales Contract Contract No.: XS120100198 Signing Place: Jiangning District, Nanjing The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Nanjing) Renewable Energy Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No.6 Shuige Road, Jiangning Economy and Technology Development Zone, Nanjing Contact person: Jianhua Zou Contact person: Qiang Tao Tel.: 025-52766609 Tel.:] [Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Nanjing) Renewable Energy Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No.6 Shuige Road, Jiangning Economy and Technology Development Zone, Nanjing Contact person: Jianhua Zou Contact person: Qiang Tao] [Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Nanjing) Renewable Energy Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No.6 Shuige Road, Jiangning Economy and Technology Development Zone, Nanjing Contact person: Jianhua Zou Contact person: Qiang Tao] [Sales Contract Contract No.: XS120100263 Signing Place: Jiangning District, Nanjing The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Nanjing) Renewable Energy Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No.6 Shuige Road, Jiangning Economy and Technology Development Zone, Nanjing Contact person: Jianhua Zou Contact person: Qiang Tao Tel.: 025-52766609 Tel.:] [Sales Contract Column A Contract No.: Signing Place: Jiangning District, Nanjing Column B The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Nanjing) Renewable Energy Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No.6 Shuige Road, Jiangning Economy and Technology Development Zone, Nanjing Contact person: Jianhua Zou Contact person: Qiang Tao] [Sales Contract Contract No.: NSC10076 Signing Place: Jiangning District, Nanjing The Seller: China Sunergy (Nanjing) Co., Ltd. The Buyer: CEEG (Nanjing) Renewable Energy Co., Ltd. Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No.6 Shuige Road, Jiangning Economy and Technology Development Zone, Nanjing Contact person: Jianhua Zou Contact person: Qiang Tao Tel.: 025-52766609 Tel.:] [Purchase Contract Contract No.: CG120100065 Signing Place: Jiangning District, Nanjing The Seller: CEEG (Nanjing) Semiconductor Material Co., Ltd. The Buyer: China Sunergy (Nanjing) Co., Ltd. Address: No. 6, Shuige Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Tel.: 025-52095976 Tel.: 025-52766603 Fax: 025-52095953 Fax: 025-52766882 the Contract] [Column A Contract No.: Form of Sales Contract of Real Estate in Jiangning District, Nanjing The contract is signed between Party A (the Seller): CEEG (Nanjing) Special Transformer Co., Ltd., Party B (the Buyer): CEEG (Nanjing) Renewable Energy Co., Ltd. Excursus Institution Intermediary: In the principle of equality, voluntariness, honesty and creditworthiness, both parties reach an agreement and sign the] [Purchase Contract Contract No.: CG120100184 The Seller: CEEG (Nanjing) Semiconductor Material Co., Ltd. Signing Place: Jiangning District, Nanjing The Buyer: China Sunergy (Nanjing) Co., Ltd. the Contract Law of the People’s Republic of China Through amicable consultation and in accordance with th From May 2010 to 31 May 2011, the Seller shall sell to the Buyer 3.2 million pieces of] [Purchase Contract Contract No.: NPM110002 Signing Place: Jiangning District, Nanjing The Seller: CEEG (Nanjing) Semiconductor Material Co., Ltd. The Buyer: China Sunergy (Nanjing) Co., Ltd. Address: No. 6, Shuige Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Tel.: 025-52095976 Tel.: 025-52766663 Fax: 025-52095953 Fax: 025-52766882 the Contract] [Purchase Contract Contract No.: CG120100254 Signing Place: Jiangning District, Nanjing The Seller: Jiangxi Jingde Semiconductor New Material Co., Ltd. The Buyer: China Sunergy (Nanjing) Co., Ltd. Address: High & New Technology Development Zone, Jingdezhen, Jiangxi Province Address: No. 123, West Focheng Road, Economy and Technology Development Zone, Jiangning, Nanjing Tel.: 0798-8580266 Tel.: 025-52766603 Fax: 0798-8568398 Fax: 025-52766882 the Contract Law] [Agreement No.: HMO11001 KMO11001 NMO11015 Party A: China Sunergy (Hong Kong) Co., Ltd. Party B: China Sunergy Co., Ltd. Party C: China Sunergy (Nanjing) Co., Ltd. Hereinafter referred to as Party A, Party B and Party C, respectively. The parties, through friendly consultation, agree to transfer due credit and debt thereof as follows: 1. Party B shall transfer to Party] [Agreement No.: Q722010 Party A: China Electric Equipment Group Co., Ltd. Party B: China Sunergy (Nanjing) Co., Ltd. Party C: CEEG (Nanjing) Renewable Energy Co., Ltd. Hereinafter referred to as Party A, Party B and Party C. The parties, through friendly consultation, agree to transfer due credit and debt thereof as follows: 1. Party A shall transfer to Party C] [Premises Lease Contract Lessor: CEEG (Nanjing) Special Transformer Manufacturing Co., Ltd. (“Party A”) Lessee: CEEG (Nanjing) Renewable Energy Co., Ltd. (“Party B”) On the basis of equality and mutual benefit, Party A and Party B, through friendly consultation, agree to enter into this lease contract (“Contract”) in connection with factory and business premises (“Premises”) of Party B. I. Leased Premises] [State-owned Land Use Right Transfer Contract Supervised by Land Market Management Office of Jiangning District, Nanjing State-owned Land Use Right Transfer Contract This contract is made by and between: Manufacturing Transferor (Party A): CEEG (Nanjing) Special Transformer Transferee (Party B): CEEG (Nanjing) Renewable Energy Co., Ltd. Contract Law of the People’s Republic of China Land Administration Law of the People’s] [Sales Contract Contract No.: XSP10052 Signing Place: Nanjing The Seller: CEEG (Nanjing) Renewable Energy Co., Ltd. The Buyer: CEEG (Nanjing) Solar Research Institute Co., Ltd. Address: No. 6, Shuige Road, Economy and Technology Development Zone, Jiangning, Nanjing Address: No. 6, Shuige Road, Economy and Technology Development Zone, Jiangning, Nanjing Tel.: 025-52095705 Tel.: 025-52095633 Fax: 025-52095986 Fax: 025-52095986 the Contract Law] [1. China Sunergy Co., Ltd., incorporated in the British Virgin Islands. 2. China Sunergy (Hong Kong) Co., Ltd., incorporated in Hong Kong. 3. China Sunergy (Nanjing) Co., Ltd., incorporated in the People’s Republic of China. 4. China Sunergy Europe GmbH, incorporated in Germany. 5. China Sunergy (Shanghai) Co., Ltd., incorporated in the People’s Republic of China. 6. CEEG (Shanghai) Solar] [I, Stephen Zhifang Cai, certify that: 1. I have reviewed this annual report on Form 20-F of China Sunergy Co., Ltd. (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] [Certification by the Principle Financial Officer I, Yongfei Chen, certify that: 1. I have reviewed this annual report on Form 20-F of China Sunergy Co., Ltd. (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] [(1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Stephen Zhifang Cai Chief Executive Officer EX-13.1 41 v220031_ex13-1.htm] [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. Yongfei Chen Acting Chief Financial Officer EX-13.2 42 v220031_ex13-2.htm] [29 April, 2011 Matter No.:871778 Doc Ref: AL/yc/361256 China Sunergy Co., Ltd. No. 123 Focheng West Road Nanjing Jiangning Economic & Technical Development Zone Nanjing Jiangsu 211100 China (852) 2842 9595 Andrew.Lee@conyersdill.com Dear Sirs, China Sunergy Co., Ltd. (the “Company”) Annual Report on Form 20-F Yours faithfully, Conyers Dill & Pearman EX-15.1 43 v220031_ex15-1.htm] [Consent of Jun He Law offices, PRC Counsel April 29, 2011 CHINA SUNERGY CO., LTD. No. 123 Focheng West Road Jiangning Economic & Technical Development Zone, Nanjing, Jiangsu 211100, People’s Republic of China Dear Sir or Madam: We hereby consent to the references to us by CHINA SUNERGY CO., LTD. (“the Company”) under the heading “Risks Related to Doing Business] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-148125 on Form S-8 and in Registration Statement No. 333-151518 on Form F-3 of our reports dated April 29, 2011, relating to the consolidated financial statements and financial statement schedule of China Sunergy Co., Ltd. (which report expresses an unqualified opinion on]

By | 2016-03-07T12:33:08+00:00 April 29th, 2011|Categories: Chinese Stocks, CSUN, SEC Original|Tags: , , , , , |0 Comments

SGOC [SGOCO] 20-F: (Original Filing)

[¨ x x ¨ ¨ ¨ ¨] [For the Purchase of Shares of Ordinary Stock of SGOCO GROUP, LTD. 1. 2. Exercise 2.1 Exercise Form 3. Transfer. 3.1 General Restrictions 4. 4.1 Partial Exercise or Transfer 4.2 Lost Certificate 5. Adjustments 5.1 Adjustments to Exercise Price and Number of Securities 5.1.1 Share Dividends; Split Ups 5.1.2 Aggregation of Shares 5.1.3 Replacement of Securities upon Reorganization, etc. 5.1.4] [SGOCO GROUP, LTD. 1. PURPOSE OF PLAN The purpose of this Plan is to promote the success of the Corporation and to increase shareholder value by providing an additional means through the grant of Awards to attract, motivate, retain and reward selected employees and other eligible persons of SGOCO Group. 2. ELIGIBILITY 3. PLAN ADMINISTRATION 3.1. The Administrator 3.2. Powers] [List of Subsidiaries Name of Subsidiary Jurisdiction of Formation Doing Business Name Honesty Group Holdings Limited Hong Kong Guanke (Fujian) Electron Technological Industry Co., Ltd. People’s Republic of China SGOCO Guanwei (Fujian) Technological Co., Ltd. People’s Republic of China Guancheng People’s Republic of China Jinjiang Guanke Electron Co. Ltd. People’s Republic of China] [CERTIFICATION I, Burnette Or, President and Chief Executive Officer, certify that: 1. I have reviewed this annual report on Form 20-F of SGOCO Group, 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] [CERTIFICATION I, Zhongsheng Lv, Treasurer and Principal Financial Officer, certify that: 1. I have reviewed this annual report on Form 20-F of SGOCO Group, 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] [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 result of operations of the Company. Dated: April 29, 2011 Burnette Or President and Chief Executive Officer Dated: April 29, 2011 Zhongsheng Lv Treasurer and Principal Financial Officer EX-13.1 8 v219946_ex13-1.htm] [[LETTERHEAD OF ROTHSTEIN, KASS & COMPANY, P.C.] April 28, 2011 100 F. Street, N.E. Yours truly, Rothstein, Kass & Company, P.C. EX-15.1 9 v219946_ex15-1.htm] [Consent of Independent Registered Public Accounting Firm To The Board of Directors SGOCO Group, Ltd. and Subsidiaries We consent to the use of our reports dated April 28, 2011, with respect to the consolidated balance sheets of SGOCO Group, Ltd. and Subsidiaries as of December 31, 2010 and 2009, and the related consolidated statements of income and other comprehensive income,]

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