[Subject tompletion Preliminary prospectusted March12, 2010 9,000,000American Depositary Shares China Lodging, Limited Representing 36,000,000Ordinary Shares This is our initial public offering. We are offering 9,000,000American depositary shares, orSs, each representing four of our ordinary shares, par value US$0.0001 per share. No public market currently exists for our ordinary shares orSs.] [Thempanies Law (Revised)mpany Limited by Shares THE AMENDED AND RESTATED MEMORANDUM OFSOCIATION OF China Lodging, Limited 1. The name of thempany is China Lodging, Limited. 2. The Registered Office of thempany shall be at the offices of Cricket Square, Hutchins Drive, P.O.Box 2681, Grandyman1-1111,yman Islands.] [DEPOSITREEMENT by and among CHINA LODGING, LIMITED AND CITIBANK, AND THE HOLDERS AND BENEFICIAL OWNERS OF [date]ted of TABLE OFNTENTS ARTICLE I DEFINITIONS 1 Section1.1S Distribution Recordte 1 Section1.2S Recordte 1 Section1.3 Affiliate 2 Section1.4 American Depositary Receipt(s),R(s) and Receipt(s)] [12 March2010 China Lodging, Limited DIRECT LINE: 852 2842 9550 5th Floor, Block 57 E-MAIL Brian.lee@conyersdillandpearman.com No.461, Hongcao Road OUR REF: BLHK/321081(M#873821) Shanghai 200233 YOUR REF: Peoples Republic of China Dear Sirs, China Lodging, Limited (thempany) For the purposes of giving this opinion, we have examined apy of the Registration Statement. We haveso reviewed the] [12 March2010 China Lodging, Limited DIRECT LINE: 852 2842 9550 5th Floor, Block 57 E-MAIL Brian.lee@conyersdillandpearman.com No.461, Hongcao Road OUR REF: BLHK/kl/320389(M#873821) Shanghai 200233 YOUR REF: Peoples Republic of China Dear Sirs, China Lodging, Limited (thempany) Shares Registration Statement Securities Actmmission We have actedecial legalunsel in theyman Islands to thempany innnection with an initial public] [Execution Version SUBSCRIPTIONREEMENTreement This Subscriptionreement (this (1)mpany China Lodging, Limited, ampanyorporated in theyman Islands (the (2) Purchaser Party, Parties Ctrip.com International, ampanyorporated in theyman Islands (the W I T N E S S E T H WHEREAS Registration Statement] [Execution Version INVESTOR AND REGISTRATION RIGHTSREEMENTreement THIS INVESTOR REGISTRATION RIGHTSREEMENT (this (1)mpany China Lodging, Limited, ampanyorporated in theyman Islands (the (2) Investor Ctrip.com International, ampanyorporated in theyman Islands (the Parties Party The parties listedove are referred to hereinllectively] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deloitte Touche Tohmatsu CPA EX-23.1 h03703a1exv23w1.htm 8 EX-23.1] [March12, 2010 China Lodging, Limited Ladies and Gentlemen: [ Sincerely yours, Min Fan EX-23.9 h03703a1exv23w9.htm 9 EX-23.9]