[] [Share Transfer Agreement This Share Transfer Agreement is entered into by the following parties on April 26, 2009: Transferor: 51net.com, Inc. Transferee: Wuhan Mei Hao Qian Cheng Advertising Company Limited WHEREAS: A. Company Qian Cheng Si Jin Qianjin Network Information Technology (Shanghai) Co., Ltd. (“ B. Transferor agrees to transfer to the Transferee, and the Transferee agrees to purchase 1%] [Share Transfer Agreement Transferor Transferee Company According to the shareholder meeting, Shanghai Qianjin Advertising Company Limited (“ 1. The Transferor agrees to transfer 70% equity interest representing investment capital of RMB 1,050,000.00 in Wuhan Mei Hao Qian Cheng Advertising Company Limited to the Transferee. 2. The Transferee agrees to accept 70% equity interest representing investment capital of RMB 1,050,000.00 in] [AMENDMENT NO. 2 Amendment No. 2 Agreement This amendment No. 2 to the Cooperation Agreement (this “ Capitalized terms used but not otherwise defined in this Amendment No. 2 shall have the respective meanings assigned to them in the Agreement. IT IS HEREBY AGREED that: (a) Replacing the definition of “Loan” with the following: Loan “‘ (b) Replacing the definition] [List of Subsidiaries of 51job, Inc. 51net.com Inc.] [CERTIFICATION BY THE CHIEF EXECUTIVE OFFICER I, Rick Yan, certify that: 1. I have reviewed this annual report on Form 20-F of 51job, 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] [CERTIFICATION BY THE CHIEF FINANCIAL OFFICER I, Kathleen Chien, certify that: 1. I have reviewed this annual report on Form 20-F of 51job, 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] [CERTIFICATION BY THE CHIEF EXECUTIVE OFFICER (2) The information contained in the Report fairly presents, in all material aspects, the financial condition and results of operations of the Company. Rick Yan Chief Executive Officer] [CERTIFICATION BY THE CHIEF FINANCIAL OFFICER (2) The information contained in the Report fairly presents, in all material aspects, the financial condition and results of operations of the Company. Kathleen Chien Acting Chief Financial Officer] [[Maples and Calder letterhead] Our ref VZL\303788\3789332v1 Direct tel +852 2971 3095 E-mail valerie.law@maplesandcalder.com 51job, Inc. 16 April 2010 Dear Sir Re: 51job, Inc. Company We have acted as legal advisors as to the laws of the Cayman Islands to 51job, Inc., an exempted limited liability company incorporated in the Cayman Islands (the “ We hereby consent to the reference] [[Jun He Law Offices letterhead] April 16, 2010 51job, Inc. Dear Sirs, Yours faithfully, Jun He Law Offices] [[PricewaterhouseCoopers Zhong Tian CPAs Limited Company letterhead] CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in these Registration Statements on Form S-8 (No. 333-162976, No. 333-139596 and No. 333-124838) of 51job, Inc. of our report dated April 16, 2010 relating to the consolidated financial statements, financial statement schedule and the effectiveness of internal]