PWRD [Perfect World] 20-F: N/A Cayman Islands (Jurisdiction of incorporation or organization)
[N/A Cayman Islands (Jurisdiction of incorporation or organization) Perfect World Plaza, Tower 306, 86 Beiyuan Road, Chaoyang District Kelvin Wing Kee Lau, Chief Financial Officer (Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Title of each class Name of each exchange on which registered American Depositary Shares, each The NASDAQ Stock Market LLC Class B ordinary] [Exclusive Technology Support and Service Agreement THIS AGREEMENT (this Agreement) is entered into by and between the two parties below in Beijing on December 10, 2013. Party A: Beijing Perfect World Game Software Co., Ltd. Address: Room 5465, Building 3, No. 3 Xijing Road, Badachu Hi-tech Park, Shijingshan District, Beijing Party B: Beijing Perfect World Digital Technology Co., Ltd. Address:] [Development Cooperation Agreement THIS AGREEMENT (this Agreement) is entered into by and between the two parties below in Beijing on December 10, 2013. Party A: Beijing Perfect World Digital Technology Co., Ltd. Address: A801, Floor 8, Building 1, Yard No. 1 Shangdi East Road, Haidian District, Beijing Party B: Beijing Perfect World Game Software Co., Ltd. Address: Room 5465, Building] [Business Operation Agreement This Business Operation Agreement (hereinafter referred to as this Agreement) is hereby made and concluded by and between the following Parties in Beijing, Peoples Republic of China (hereinafter referred to as China) on December 10, 2013. Party A: Beijing Perfect World Game Software Co., Ltd. Address: Room 5465, Building 3, No. 3 Xijing Road, Badachu Hi-tech Park,] [Call Option Agreement Call Option Agreement This Party A: Beijing Perfect World Game Software Co., Ltd. Address: Room 5465, Building 3, No. 3 Xijing Road, Badachu Hi-tech Park, Shijingshan District, Beijing Party B: Beijing Perfect World Digital Technology Co., Ltd. Address: A801, Floor 8, Building 1, Yard No. 1 Shangdi East Road, Haidian District, Beijing Party C: Yufeng Chi ID] [Equity Pledge Agreement This Equity Pledge Agreement (hereinafter referred to as this Agreement) is hereby made and concluded by and between the following Parties in Beijing, Peoples Republic of China (hereinafter referred to as China) on December 10, 2013. Party A: Beijing Perfect World Game Software Co., Ltd. Address: Room 5465, Building 3, No. 3 Xijing Road, Badachu Hi-tech Park,] [Power of Attorney The stockholders of Beijing Perfect World Digital Technology Co., Ltd., Yufeng Chi (ID No.: ***) and Xiaoxi Yang (ID No.: ***) (together hereinafter referred to as the Authorizer) hereby irrevocably authorize Beijing Perfect World Game Software Co., Ltd. (Registration No.: 110000450147239) as the Authorized to exercise the following rights within the valid period of this Power of] [Loan Agreement THIS LOAN AGREEMENT (this Agreement) is entered into by and between the two parties below in Beijing on July 30, 2013 . (1) Beijing Perfect World Game Software Co., Ltd. (the Lender) Legal Address: Room 5465, Building 3, No. 3 Xijing Road, Badachu Hi-tech Park, Shijingshan District, Beijing (2) Yufeng Chi (the Borrower) ID Number: *** Each of] [SHARE PURCHASE AGREEMENT Agreement Seller Purchaser Parties SHARE PURCHASE AGREEMENT, dated as of April 18, 2014 (this W I T N E S S E T H : Class B Shares Shares WHEREAS, the Seller is the owner of thirty million three hundred and twenty six thousand and five (30,326,005) Class B Ordinary Shares of the Issuer (the ] [ADHERENCE AGREEMENT ADHERENCE AGREEMENT Agreement THIS Perfect World Co., Ltd., a company limited by shares incorporated and existing under the laws of the Cayman Islands with its registered address at the offices of Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104 Cayman Islands (the New Sponsor). RECITALS: (A) Existing Parties Consortium Agreement Transaction Target NASDAQ On] [List of Subsidiaries of Perfect World Co., Ltd. Wholly Owned Subsidiaries 1. Perfect Online Holding Limited, a Hong Kong company 2. Beijing Perfect World Software Co., Ltd., a PRC company 3. Beijing Perfect World Digital Entertainment Software Co., Ltd., a PRC company 4. Chengdu Perfect World Software Co., Ltd., a PRC company 5. Shanghai Perfect World Software Co., Ltd., a] [I, Robert Hong Xiao, certify that: 1. I have reviewed this annual report on Form 20-F of Perfect World Co., Ltd.; 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 which such statements] [I, Kelvin Wing Kee Lau, certify that: 1. I have reviewed this annual report on Form 20-F of Perfect World Co., Ltd.; 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 which such] [Certification by the Chief Executive Officer (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Robert Hong Xiao Robert Hong Xiao Chief Executive Officer EX-13.1 14 a2219501zex-13_1.htm EX-13.1] [Certification by the Chief Financial Officer (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Kelvin Wing Kee Lau Kelvin Wing Kee Lau Chief Financial Officer EX-13.2 15 a2219501zex-13_2.htm EX-13.2] [[Letterhead of Maples and Calder] Perfect World Co., Ltd. April 29, 2014 Dear Sirs: Perfect World Co., Ltd. Yours faithfully Maples and Calder Maples and Calder EX-15.1 16 a2219501zex-15_1.htm EX-15.1] [[Letterhead of King & Wood Mallesons] April 29, 2014 Perfect World Co., Ltd. Dear Sirs: We hereby consent to the reference of our firm under the headings Risk Factors and Government Regulations in the Form 20-F. Sincerely, King & Wood Mallesons King & Wood Mallesons EX-15.2 17 a2219501zex-15_2.htm EX-15.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-169333, No. 333-169332, No. 333-161193 and No. 333-146562) of Perfect World Co., Ltd. of our report dated April 29, 2014 relating to the consolidated financial statements and the effectiveness of internal control over financial reporting, which appears]
