[Subject to Completion, dated September 11, 2013 7,100,000 shares Montage Technology Group Limited Ordinary shares This is an initial public offering of ordinary shares of Montage Technology Group Limited. We are offering 5,325,000 ordinary shares. The selling shareholders are offering Prior to this offering, there has been no public market for our ordinary shares. We have applied to list our] [[ ] Shares Montage Technology Group Limited Ordinary Shares ($0.0125 Par Value) EQUITY UNDERWRITING AGREEMENT , 2013 Deutsche Bank Securities Inc. Barclays Capital Inc. As Representatives of the Several Underwriters c/o Deutsche Bank Securities Inc. 60 Wall Street, 4th Floor New York, New York 10005 c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 Ladies and Gentlemen:] [THE COMPANIES LAW EXEMPTED COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF MONTAGE TECHNOLOGY GROUP LIMITED 1. The name of the Company is Montage Technology Group Limited. 2. The Registered Office of the Company shall be at the offices of Offshore Incorporations (Cayman) Limited, Floor 4, Willow House, Cricket Square, P. O. Box 2804, Grand Cayman Ky1-1112,] [EX-4.1 4 d502332dex41.htm EX-4.1] [[CONYERS DILL & PEARMAN LETTERHEAD] 11 September 2013 Matter No. 877864 Doc Ref: AC/al/3321222v3 Montage Technology Group Limited Room A1601, Technology Building 900 Yi Shan Road Xuhui District Shanghai, 200233 People’s Republic of China Dear Sirs, Re: Montage Technology Group Limited (the “Company”) Commission Registration Statement Securities Act Ordinary Shares For the purposes of giving this opinion, we have examined] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form S-1 of Montage Technology Group Limited of our report dated August 9, 2013, except for note 16 as to which the date is September 11, 2013, relating to the financial statements of Montage Technology Group Limited, which appears in such Registration]