[Chairman and CEO of Biostar Pharmaceuticals,opts 10b5-1 Share Repurchase Plan Rule 10b5-1 permitsrporate officers, directors and others toopt written, pre-arranged stock trading plans when they are not in possession of material, non-public information. These planslow insiders to have shares bought or sold for their accounts over a period of time regardless of any material, non-public]
[] [AGREEMENT AND PLAN OF MERGER BY AND AMONG SHANDA GAMES LIMITED M ACQUISITION CORPORATION MOCHI MEDIA, INC. JAMESON HSU BOB IPPOLITO WITH RESPECT TO ARTICLES VIII, IX, and X ONLY SHASTA VENTURES II, L.P. AS SHAREHOLDER REPRESENTATIVE AND US BANK NATIONAL ASSOCIATION, AS ESCROW AGENT Dated as of December 30, 2009 Agreement Parent Sub Company Founder Founders Article VIII, Article] [SALE AND PURCHASE AGREEMENT THIS SALE AND PURCHASE AGREEMENT Singapore Buyer Shanda Games International PTE. Ltd., a company duly incorporated and existing under the laws of the Republic of Singapore ( Company Shareholders Company Shareholder Persons listed on Part I and Part III of Schedule 2.1 hereto (collectively, the Eun Sang Lee, a Korean citizen with resident registration number] [Beneficial Name of Subsidiary and Name Under Which It Does Business Place of Incorporation Ownership Shanda Games International (Pte) Ltd. Singapore 100 % Eyedentity Games, Inc. Republic of Korea 100 % Mochi Games, Inc. Delaware 100 % Actoz Soft Co., Ltd. Republic of Korea 51.6 (1) % Shengqu Information Technology (Shanghai) Co., Ltd. PRC 100 % Shengji Information Technology (Shanghai)] [I, Qunzhao Tan, Chief Executive Officer of Shanda Games Limited (the Company), certify that: 1. I have reviewed this annual report on Form 20-F of 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] [I, Richard Wei, Chief Financial Officer of Shanda Games Limited (the Company), certify that: 1. I have reviewed this annual report on Form 20-F of 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] [(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Qunzhao Tan 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. Richard Wei Chief Financial Officer] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-163959) of Shanda Games Limited of our report dated May 25, 2011 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this Form 20-F. PricewaterhouseCoopers Zhong Tian CPAs Limited] [31 Floor Tower B :8621 6235-1488 : 8621 6235-1477 Shanda Games Limited May 25, 2011 Subject: Consent of Jade & Fountain PRC Lawyers Yours faithfully, Jade & Fountain PRC Lawyers This document (including any attachment) is confidential and protected by legal privilege. If you are not the intended recipient, you should not copy or use it or disclose its contents.]
[FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 Cayman Islands Not Applicable (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) No. 1 Office Building No. 690 Bibo Road Pudong New Area Shanghai 201203 People’s Republic of China (8621) 5050-4740 Shanda Games Limited Amended and Restated 2008 Equity Compensation Plan (Full title of the plan)] [24 May 2011 Matter No.:875625 Doc Ref: BLHK/rc/363255 852 2842 9550 Brian.Lee@conyersdill.com Shanda Games Limited No. 1 Office Building No. 690 Bibo Road Pudong New Area Shanghai 201203 People’s Republic of China Dear Sirs, Shanda Games Limited (the "Company") Re: Commission Registration Statement Securities Act Shares Plan Resolutions For the purposes of giving this opinion, we have examined copies of] [普华永道中天会计师事务所有限公司 11th Floor PricewaterhouseCoopers Center 2 Corporate Avenue 202 Hu Bin Road, Luwan District Shanghai 200021, PRC Telephone +86 (21) 2323 8888 Facsimile +86 (21) 2323 8800 pwccn.com CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of our report dated May 25, 2011 relating to the]
[FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 Cayman Islands Not Applicable (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) No. 1 Office Building No. 690 Bibo Road Pudong New Area Shanghai 201203 People’s Republic of China (8621) 5050-4740 Shanda Games Limited Amended and Restated 2008 Equity Compensation Plan (Full title of the plan)] [24 May 2011 Matter No.:875625 Doc Ref: BLHK/rc/363255 852 2842 9550 Brian.Lee@conyersdill.com Shanda Games Limited No. 1 Office Building No. 690 Bibo Road Pudong New Area Shanghai 201203 People’s Republic of China Dear Sirs, Shanda Games Limited (the "Company") Re: Commission Registration Statement Securities Act Shares Plan Resolutions For the purposes of giving this opinion, we have examined copies of] [普华永道中天会计师事务所有限公司 11th Floor PricewaterhouseCoopers Center 2 Corporate Avenue 202 Hu Bin Road, Luwan District Shanghai 200021, PRC Telephone +86 (21) 2323 8888 Facsimile +86 (21) 2323 8800 pwccn.com CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of our report dated May 25, 2011 relating to the]
[FORM F-1 REGISTRATION STATEMENT Xueda Education Group Cayman Islands 8200 Not Applicable A-4 Xibahe Beili Law Debenture Corporate Services Inc. (Name, Address and Telephone Number, Including Area Code, of Agent for Service) Copies to: Leiming Chen Howard Zhang Approximate date of commencement of proposed sale to the public: o o o o CALCULATION OF REGISTRATION FEE Title of Each Class] [25 May 2011 Our Ref: DW/JL/C-4049-H04937 Xueda Education Group A-4 Xibahe Beili, Chaoyang District Beijing 100028 P.R. China Dear Sirs XUEDA EDUCATION GROUP We have acted as Cayman Islands legal advisers to Xueda Education Group Company Registration Statement (the Ordinary Shares relating to the offering by the Company of American Depositary Shares representing the Companys Ordinary Shares of a] [May 25, 2010 Xueda Education Group A-4 Xibahe Beili Chaoyang District Peoples Republic of China Ladies and Gentlemen: relating to the registration of shares of the Companys ordinary shares, par value US$0.0 00 1 per share, which will be represented by American depositary shares evidenced by American depositary receipts. We have examined the Registration Statement. In addition, we have examined,] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use in this Registration Statement on Form F-1 of our report dated May 23, 2011 relating to the consolidated financial statements of Xueda Education Group as of December 31, 2009 and 2010 and for each of the three years in the period ended December 31, 2010, appearing in the] [25 May 2011 Mr. Jeffery Gao Chief Financial Officer Xueda Education Group No. 4, Xibahe Beili, Chaoyang District, Beijing, 100028, P.R.C. Subject: WRITTEN CONSENT TO REFERENCE MARSH FINANCIAL ADVISORY SERVICES LIMITED VALUATION IN F-1 FILING OF XUEDA EDUCATION GROUP Dear Mr. Gao: Yours faithfully, Marsh Financial Advisory Services Limited EX-23.4 5 a2204321zex-23_4.htm EX-23.4] [Xueda Education Group A-4 Xibahe Beili Chaoyang District Beijing 100028 Peoples Republic of China Content Permission Form IDC grants Xueda Education Group permission to disclose the following information in any documents used in relation to the proposed public offering by certain pre-IPO shareholders of ordinary shares of Xueda Education Group in the form of American depositary shares: 1. As of] [[LETTERHEAD OF EUROMONITOR INTERNATIONAL] May 25, 2011 The Directors Xueda Education Group A-4 Xibahe Beili Chaoyang District Beijing 100028 Peoples Republic of China Dear Sirs Xueda Education Group (the Company) Euromonitor Form F-1 SEC We, Euromonitor International ( · According to Euromonitor, as of July 2010, the total private spending on education in China amounted to RMB408 billion in 2004] [May 25, 2011 Xueda Education Group A-4 Xibahe Beili, Chaoyang District Beijing 100028 Peoples Republic of China Dear Sirs, PRC We are qualified lawyers of the Peoples Republic of China (the Company Registration Statement SEC Securities Act ADSs Ordinary Shares Offered Securities We have acted as PRC counsel for Xueda Education Group, a company incorporated under the laws of]
[FORM F-1 REGISTRATION STATEMENT Xueda Education Group Cayman Islands 8200 Not Applicable A-4 Xibahe Beili Law Debenture Corporate Services Inc. (Name, Address and Telephone Number, Including Area Code, of Agent for Service) Copies to: Leiming Chen Howard Zhang Approximate date of commencement of proposed sale to the public: o o o o CALCULATION OF REGISTRATION FEE Title of Each Class] [25 May 2011 Our Ref: DW/JL/C-4049-H04937 Xueda Education Group A-4 Xibahe Beili, Chaoyang District Beijing 100028 P.R. China Dear Sirs XUEDA EDUCATION GROUP We have acted as Cayman Islands legal advisers to Xueda Education Group Company Registration Statement (the Ordinary Shares relating to the offering by the Company of American Depositary Shares representing the Companys Ordinary Shares of a] [May 25, 2010 Xueda Education Group A-4 Xibahe Beili Chaoyang District Peoples Republic of China Ladies and Gentlemen: relating to the registration of shares of the Companys ordinary shares, par value US$0.0 00 1 per share, which will be represented by American depositary shares evidenced by American depositary receipts. We have examined the Registration Statement. In addition, we have examined,] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use in this Registration Statement on Form F-1 of our report dated May 23, 2011 relating to the consolidated financial statements of Xueda Education Group as of December 31, 2009 and 2010 and for each of the three years in the period ended December 31, 2010, appearing in the] [25 May 2011 Mr. Jeffery Gao Chief Financial Officer Xueda Education Group No. 4, Xibahe Beili, Chaoyang District, Beijing, 100028, P.R.C. Subject: WRITTEN CONSENT TO REFERENCE MARSH FINANCIAL ADVISORY SERVICES LIMITED VALUATION IN F-1 FILING OF XUEDA EDUCATION GROUP Dear Mr. Gao: Yours faithfully, Marsh Financial Advisory Services Limited EX-23.4 5 a2204321zex-23_4.htm EX-23.4] [Xueda Education Group A-4 Xibahe Beili Chaoyang District Beijing 100028 Peoples Republic of China Content Permission Form IDC grants Xueda Education Group permission to disclose the following information in any documents used in relation to the proposed public offering by certain pre-IPO shareholders of ordinary shares of Xueda Education Group in the form of American depositary shares: 1. As of] [[LETTERHEAD OF EUROMONITOR INTERNATIONAL] May 25, 2011 The Directors Xueda Education Group A-4 Xibahe Beili Chaoyang District Beijing 100028 Peoples Republic of China Dear Sirs Xueda Education Group (the Company) Euromonitor Form F-1 SEC We, Euromonitor International ( · According to Euromonitor, as of July 2010, the total private spending on education in China amounted to RMB408 billion in 2004] [May 25, 2011 Xueda Education Group A-4 Xibahe Beili, Chaoyang District Beijing 100028 Peoples Republic of China Dear Sirs, PRC We are qualified lawyers of the Peoples Republic of China (the Company Registration Statement SEC Securities Act ADSs Ordinary Shares Offered Securities We have acted as PRC counsel for Xueda Education Group, a company incorporated under the laws of]
[FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 China Recycling Energy Corporation Nevada (State or Other Jurisdiction of Incorporation or Organization) 90-0093373 (I.R.S. Employer Identification Number) 12/F, Tower A Chang An International Building No. 88 Nan Guan Zheng Jie Xi’an City, Shaanxi Province China + 86-29-8769-1097 Guohua Ku, Chief Executive Officer 12/F, Tower A Chang An International Building] [Albany Atlanta Brussels Denver Los Angeles THOMAS WARDELL (404) 527-4990 www.mckennalong.com New York Philadelphia Sacramento San Diego San Francisco EMAIL ADDRESS twardell@mckennalong.com May 25, 2011 China Recycling Energy Corporation 12/F, Tower A Chang An International Building No. 88 Nan Guan Zheng Jie Xi’an City, Shaanxi Province, China Gentlemen: Company in connection with the registration statement (the “ Registration Statement Commission] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-3, of China Recycling Energy Corporation Encino, California May 25, 2011 EX-23.1 5 v224156_ex23-1.htm]
[FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 China Recycling Energy Corporation Nevada (State or Other Jurisdiction of Incorporation or Organization) 90-0093373 (I.R.S. Employer Identification Number) 12/F, Tower A Chang An International Building No. 88 Nan Guan Zheng Jie Xi’an City, Shaanxi Province China + 86-29-8769-1097 Guohua Ku, Chief Executive Officer 12/F, Tower A Chang An International Building] [Albany Atlanta Brussels Denver Los Angeles THOMAS WARDELL (404) 527-4990 www.mckennalong.com New York Philadelphia Sacramento San Diego San Francisco EMAIL ADDRESS twardell@mckennalong.com May 25, 2011 China Recycling Energy Corporation 12/F, Tower A Chang An International Building No. 88 Nan Guan Zheng Jie Xi’an City, Shaanxi Province, China Gentlemen: Company in connection with the registration statement (the “ Registration Statement Commission] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-3, of China Recycling Energy Corporation Encino, California May 25, 2011 EX-23.1 5 v224156_ex23-1.htm]
