[TABLE OF CONTENTS] [THE COMPANIES LAW (2004 REVISION) AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF THE9 LIMITED Adopted by Special Resolution The9 Limited 1. The name of the Company is 2. The Registered Office of the Company shall be at the offices of CARD Corporate Services Ltd, Zephyr House, Mary Street, PO Box 709 George Town, Grand Cayman, or at such other place] [Subsidiaries of The9 Limited Name GameNow.net (Hong Kong) Ltd. China The9 Interactive Limited City Gamenet Ltd 9Dream Ltd City Channel Limited City Smart Ltd Well City Limited 9City Asia Ltd. City Rise Investments Ltd. Global Star International Development Ltd. Asian Sense Holdings Limited Asian Development Limited ASIAN SUCCESS DEVELOPMENT LIMITED] [Certification by the Chief Executive Officer I, Jun Zhu, certify that: 1. I have reviewed this annual report on Form 20-F of The9 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] [Certification by the Chief Financial Officer I, George Lai, certify that: 1. I have reviewed this annual report on Form 20-F of The9 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] [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.] [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.] [[Letterhead of Maples & Calder] Our ref: AEO\604835\3189132v3 Direct +852 2971 3081 Email alice.ooi@maplesandcalder.com The9 Limited 15 July 2009 Dear Sirs, The9 Limited (the “Company”) Yours faithfully Maples and Calder] [[Letterhead of Fangda Partners] July 15, 2009 The9 Limited Building No. 3 Dear Sirs, Yours faithfully, Fangda Partners] [[Letterhead of PricewaterhouseCoopers] CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 (No. 333-127700 and No. 333-156036) of The9 Limited of our report dated July 15, 2009 relating to the consolidated financial statements and the effectiveness of internal control over financial reporting, which appears in this Form]