[Subject to Completion Preliminary Prospectus PROSPECTUS 8,400,000 American Depositary Shares NOAH HOLDINGS LIMITED Representing 4,200,000 Ordinary Shares This is the initial public offering of American depositary shares, or ADSs, of Noah Holdings Limited. We are selling 8,400,000 ADSs. Two ADSs represent one ordinary share, par value $0.0005 per share. We have granted the underwriters an option to purchase up to] [NOAH HOLDINGS LIMITED 8,400,000 American Depositary Shares Representing 4,200,000 Ordinary Shares, par value $0.0005 per share FORM OF UNDERWRITING AGREEMENT — November [ J.P. MORGAN SECURITIES LLC 383 Madison Avenue New York, New York 10179 U.S.A. and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED One Bryant Park New York, New York 10036 U.S.A. As Representatives of the several Underwriters listed] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use in this Registration Statement on Form F-1 of our report dated July 26, 2010 relating to the financial statements and financial statement schedule of Noah Holdings Limited appearing in the Prospectus, which is part of this Registration Statement. We also consent to the reference to us under the]