[] [China Housing & Land Development, Inc. Announces 1-for-5 Reverse Stock Split Effective April 24, 2015 Xi’an, China – April 24, 2015 Following the Reverse Split, each stockholder’s percentage ownership in the Company and the proportional voting power remains unchanged, with the exception of minor changes and adjustments resulting from rounding up of fractional interests. No fractional shares of the Company’s] []
[INTRODUCTION 1 3 PART I 4 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 4 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 4 ITEM 3. KEY INFORMATION 4 ITEM 4. INFORMATION ON THE COMPANY 45 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 74 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 98 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY] [CONVERTIBLE NOTE PURCHASE AGREEMENT by and among NOAH HOLDINGS LIMITED and KEYWISE GREATER CHINA MASTER FUND Dated as of January 27, 2015 Table of Contents ARTICLE I DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Interpretation and Rules of Construction 6 ARTICLE II PURCHASE AND SALE OF THE NOTE 7 Section 2.1 Sale and Issuance of Note 7] [List of Significant Consolidated Entities of Noah Holdings Limited* Name Jurisdiction of Relationship with us Shanghai Noah Rongyao Investment Consulting Co., Ltd. China Wholly-owned subsidiary (1) Shanghai Noah Financial Services Co., Ltd. China Wholly-owned subsidiary Kunshan Noah Xingguang Investment Management Co., Ltd. China Wholly-owned subsidiary Noah Holdings (Hong Kong) Limited Hong Kong Wholly-owned subsidiary Shanghai Rongyao Information Technology Co., Ltd.] [I, Jingbo Wang, certify that: 1. I have reviewed this annual report on Form 20-F of Noah Holdings Limited; 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 were made,] [Certification by the Principal Financial Officer I, Ching Tao, certify that: 1. I have reviewed this annual report on Form 20-F of Noah Holdings Limited; 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] [1. 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. April 24, 2015 Jingbo Wang Chief Executive Officer EX-13.1 6 d867845dex131.htm EX-13.1] [Certification by the Principal 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. April 24, 2015 Ching Tao Chief Financial Officer EX-13.2 7 d867845dex132.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-171541 on Form S-8 of our reports dated April 24, 2015, relating to the consolidated financial statements and financial statement schedule of Noah Holdings Limited, and the effectiveness of Noah Holdings Limiteds internal control over financial reporting, appearing in this Annual Report] [April 24, 2015 Noah Holdings Limited No. 32 Qinhuangdao Road, Building C Shanghai 200082 Peoples Republic of China Dear Sirs, Yours faithfully, Zhong Lun Law Firm EX-15.2 9 d867845dex152.htm EX-15.2] [Our ref RDS/658613-000001/8108783v1 Direct tel +852 2971 3046 Email richard.spooner@maplesandcalder.com Noah Holdings Limited No. 32 Qinhuangdao Road, Building C Shanghai 200082 Peoples Republic of China 24 April 2015 Dear Sirs Noah Holdings Limited Company SEC Form 20-F We have acted as legal advisers as to the laws of the Cayman Islands to Noah Holdings Limited, an exempted limited liability company]
[Qihoo 360 Announces Completion of JV Transaction with Coolpad BEIJING, April 23, 2015 /PRNewswire/ -- Qihoo 360 Technology Co. Ltd. ("Qihoo 360" or the "Company") (NYSE: QIHU), a leading Internet company in China, today announced that it has successfully closed the joint venture ("JV") transaction with Coolpad Group Limited ("Coolpad") (HKSE: 2369), a leading smartphone company in China. Per the] []
[] [China Housing & Land Development, Inc. Announces 1-for-5 Reverse Stock Split Effective April 24, 2015 Xi’an, China – April 24, 2015 Following the Reverse Split, each stockholder’s percentage ownership in the Company and the proportional voting power remains unchanged, with the exception of minor changes and adjustments resulting from rounding up of fractional interests. No fractional shares of the Company’s] []
[Melco Crown Entertainment Announces Earnings Release Date MACAU, Friday, April 24, 2015 Melco Crown Entertainment Company SEC To join the conference call, please use the dial-in details below: US Toll Free 1 866 519 4004 US Toll / International 1 845 675 0437 HK Toll 852 3018 6771 HK Toll Free 800 906 601 UK Toll Free 080 823 46646] [Form 6K TABLE OF CONTENTS MELCO CROWN ENTERTAINMENT LIMITED Geoffrey Davis, CFA Chief Financial Officer 3 Description 99.1 Press Release 6-K 1 d913073d6k.htm FORM 6-K]
[EX Number 1 Announcement in relation to the unaudited condensed consolidated financial results of China Unicom (Hong Kong) Limited for the three months ended March 31, 2015. ]
[FORM 20-F (Mark One) o OR x For the fiscal year ended December 31, 2014. OR o OR o Date of event requiring this shell company report. . . . . . . . . . . . . . CNINSURE INC. N/A Cayman Islands (Jurisdiction of incorporation or organization) 22/F, Yinhai Building No. 299 Yanjiang Zhong Road Guangzhou, Guangdong] [LOAN AGREEMENT this Agreement THIS LOAN AGREEMENT (“ Party A: Bao Si Kang Information Technology(Shenzhen) Co., Ltd. Address: Rom 201, Building A,1 Qianwanyi Road, Qianhai Shengang Cooperate District, Shenzhen Party B: _____________________ ID Card No.: ___________________________________ WHEREAS: 1. PRC Party A is a wholly foreign-owned enterprise duly incorporated under the laws of the People’s Republic of China (the “ 2.] [EQUITY PLEDGE AGREEMENT this Agreement ___________ THIS EQUITY PLEDGE AGREEMENT (hereinafter “ Party A: Bao Si Kang Information Technology (Shenzhen) Co., Ltd. Address: Rom 201, Building A, 1 Qianwan Street, Qianhai Shengang Cooperate District, Shenzhen Party B: ID card No.: Third Party: Shenzhen Xinbao Investment Management Co., Ltd. Address: Rom 2108-2110-22, Jiahe Huaqiang Building, Shennan Road, Futian District, Shenzhen WHEREAS:] [POWER OF ATTORNEY PRC Shenzhen Xinbao Bao Si Kang I, ____________, a citizen of the People’s Republic of China (the “ I hereby authorize the person designated by Bao Si Kang which it thinks fit to represent me with full power to exercise all voting rights of shareholder to which I shall be entitled in accordance with PRC laws and] [EXCLUSIVE PURCHASE OPTION AGREEMENT this Agreement THIS EXCLUSIVE PURCHASE OPTION AGREEMENT (hereinafter “ Party A: Bao Si Kang Information Technology Consulting (Shenzhen) Co., Ltd. Address: Rom201, Building A, 1 Qianwanyi Road, Qianhai Shengang Cooperate District, Shenzhen Party B: ID card No.: Party C: Address: Rom 2108-2110-22, Jiahe Huaqiang Building, Shennan Road, Futian District, Shenzhen Party Parties In this Agreement, Party] [LOAN AGREEMENT this Agreement April 2, 2014 THIS LOAN AGREEMENT (“ Party A: Fanhua Xinlian Information Technology Consulting (Shenzhen) Co., Ltd. Address: Room E1, Floor #3, Hanfeng Building, 1Xiameilin Road, Futian District, Shenzhen Party B: Rannuo Hu ID Card No.: WHEREAS: 1. PRC Party A is a liability limited company duly incorporated under the laws of the People’s Republic of] [EQUITY PLEDGE AGREEMENT this Agreement April 2, 2014 THIS EQUITY PLEDGE AGREEMENT (hereinafter “ Party A: Fanhua Xinlian Information Technology Consulting (Shenzhen) Co., Ltd. Address: Room E1, Floor #3, Hanfeng Building, 1Xiameilin Road, Futian District, Shenzhen Party B: Rannuo Hu ID card No.: Third Party: Shenzhen Dianliang Information Technology Co., Ltd. Address: Rom201, Building A, 1 Qianwanyi Road Liyumen Street,] [POWER OF ATTORNEY PRC Shenzhen Dianliang Fanhua Xinlian I, Rannuo Hu, a citizen of the People’s Republic of China (the “ I hereby authorize the person designated by Fanhua Xinlian which it thinks fit to represent me with full power to exercise all voting rights of shareholder to which I shall be entitled in accordance with PRC laws and Shenzhen] [EXCLUSIVE PURCHASE OPTION AGREEMENT this Agreement April 2, 2014 THIS EXCLUSIVE PURCHASE OPTION AGREEMENT (hereinafter “ Party A: Fanhua Xinlian Information Technology Consulting (Shenzhen) Co., Ltd. Address: Rom E1, Floor #3, Hanfeng Building, 1 Xiameilin Road, Futian District, Shenzhen Party B: Rannuo Hu ID card No.: Party C: Address: Rom201, Building A, 1 Qianwanyi Road Liyumen Street, Qianhai Shengang Cooperate] [TECHNOLOGY SERVICE AGREEMENT Consignor(hereinafter referred to as “Party A”): Address: 4/F., Block A, Metropolitan Plaza, No. 120 Zhourong Road, Yuzhong District, Chongqing Legal Representative: Jiang Ben Contact Person: Wen Zhigang Consignee (hereinafter referred to as “Party B”): Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Address: F3, 3/F, Hanfeng Building, No. 1 Xiameilin Street 1, Futian District, Shenzhen Legal Representative:Tian] [SHARE PURCHASE AGREEMENT Agreement Purchaser Company Party, Parties. This Share Purchase Agreement (this “ W I T N E S S E T H Section 1.1 WHEREAS, the Company and the Purchaser desire to provide for the issuance, sale and purchase of certain number of ordinary shares of the Company, par value US$0.001 per share (the “Ordinary Shares”), as set] [SHARE PURCHASE AGREEMENT Agreement Purchaser Company Party, Parties. This Share Purchase Agreement (this “ W I T N E S S E T H Section 1.1 WHEREAS, the Company and the Purchaser desire to provide for the issuance, sale and purchase of certain number of ordinary shares of the Company, par value US$0.001 per share (the “Ordinary Shares”), as set] [SHARE PURCHASE AGREEMENT Agreement Purchaser Company Party, Parties. This Share Purchase Agreement (this “ W I T N E S S E T H Section 1.1 WHEREAS, the Company and the Purchaser desire to provide for the issuance, sale and purchase of certain number of ordinary shares of the Company, par value US$0.001 per share (the “Ordinary Shares”), as set] [LOAN AGREEMENT this Agreement THIS LOAN AGREEMENT (“ Lender: CNinsure Inc., is a liability limited company duly incorporated under the laws of the Cayman Islands (“ Party A Borrowers: Rosyedge Limited, is a liability limited company duly incorporated under the laws of British Virgin Islands (“Party B”). Ojeda Limited, is a liability limited company duly incorporated under the laws of] [List of Subsidiaries and Affiliated Entities (As of March 31, 2015) Subsidiaries Percentage Attributable to Our Company Place of Incorporation 1. (1) CISG Holdings Ltd. 100% BVI 2. (2) Minkfair Insurance Management Limited 100% Hong Kong 3. (3) CNinsure Holdings Ltd. 100% BVI& Hong Kong 4. (4) CNinsure Zhonglian Enterprise Image Planning (Shenzhen) Co., Ltd. (also known Fanhua Zhonglian Enterprise] [Certification by the Chief Executive Officer I, Chunlin Wang, certify that: 1. I have reviewed this annual report on Form 20-F of CNinsure Inc. (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 the] [Certification by the Chief Financial Officer I, Peng Ge, certify that: 1. I have reviewed this annual report on Form 20-F of CNinsure Inc. (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 the] [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.] [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.] [[Letterhead of Maples and Calder] Our ref Direct tel Email CNinsure Inc. 22/F, Yinhai Building No. 299 Yanjiang Zhong Road Guangzhou, Guangdong 510110 People’s Republic of China 23 April, 2015 Dear Sirs Re: CNinsure Inc. (the “Company”) Yours faithfully Maples and Calder] [[Letterhead of Global Law Office] April 23, 2015 To: CNinsure Inc. 22/F, Yinhai Building No. 299 Yanjiang Zhong Road Guangzhou, Guangdong 510110 People’s Republic of China Dear Sirs, Yours faithfully, Global Law Office] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM , We consent to the incorporation by reference in Registration Statements No. 333-156486 and No. 333-151271 on Form S-8 of our reports dated April 23 Certified Public Accountants Hong Kong April 23, 2015]
[Melco Crown Entertainment Announces Earnings Release Date MACAU, Friday, April 24, 2015 Melco Crown Entertainment Company SEC To join the conference call, please use the dial-in details below: US Toll Free 1 866 519 4004 US Toll / International 1 845 675 0437 HK Toll 852 3018 6771 HK Toll Free 800 906 601 UK Toll Free 080 823 46646] [Form 6K TABLE OF CONTENTS MELCO CROWN ENTERTAINMENT LIMITED Geoffrey Davis, CFA Chief Financial Officer 3 Description 99.1 Press Release 6-K 1 d913073d6k.htm FORM 6-K]
[EX Number 1 Announcement in relation to the unaudited condensed consolidated financial results of China Unicom (Hong Kong) Limited for the three months ended March 31, 2015. ]
[FORM 20-F (Mark One) o OR x For the fiscal year ended December 31, 2014. OR o OR o Date of event requiring this shell company report. . . . . . . . . . . . . . CNINSURE INC. N/A Cayman Islands (Jurisdiction of incorporation or organization) 22/F, Yinhai Building No. 299 Yanjiang Zhong Road Guangzhou, Guangdong] [LOAN AGREEMENT this Agreement THIS LOAN AGREEMENT (“ Party A: Bao Si Kang Information Technology(Shenzhen) Co., Ltd. Address: Rom 201, Building A,1 Qianwanyi Road, Qianhai Shengang Cooperate District, Shenzhen Party B: _____________________ ID Card No.: ___________________________________ WHEREAS: 1. PRC Party A is a wholly foreign-owned enterprise duly incorporated under the laws of the People’s Republic of China (the “ 2.] [EQUITY PLEDGE AGREEMENT this Agreement ___________ THIS EQUITY PLEDGE AGREEMENT (hereinafter “ Party A: Bao Si Kang Information Technology (Shenzhen) Co., Ltd. Address: Rom 201, Building A, 1 Qianwan Street, Qianhai Shengang Cooperate District, Shenzhen Party B: ID card No.: Third Party: Shenzhen Xinbao Investment Management Co., Ltd. Address: Rom 2108-2110-22, Jiahe Huaqiang Building, Shennan Road, Futian District, Shenzhen WHEREAS:] [POWER OF ATTORNEY PRC Shenzhen Xinbao Bao Si Kang I, ____________, a citizen of the People’s Republic of China (the “ I hereby authorize the person designated by Bao Si Kang which it thinks fit to represent me with full power to exercise all voting rights of shareholder to which I shall be entitled in accordance with PRC laws and] [EXCLUSIVE PURCHASE OPTION AGREEMENT this Agreement THIS EXCLUSIVE PURCHASE OPTION AGREEMENT (hereinafter “ Party A: Bao Si Kang Information Technology Consulting (Shenzhen) Co., Ltd. Address: Rom201, Building A, 1 Qianwanyi Road, Qianhai Shengang Cooperate District, Shenzhen Party B: ID card No.: Party C: Address: Rom 2108-2110-22, Jiahe Huaqiang Building, Shennan Road, Futian District, Shenzhen Party Parties In this Agreement, Party] [LOAN AGREEMENT this Agreement April 2, 2014 THIS LOAN AGREEMENT (“ Party A: Fanhua Xinlian Information Technology Consulting (Shenzhen) Co., Ltd. Address: Room E1, Floor #3, Hanfeng Building, 1Xiameilin Road, Futian District, Shenzhen Party B: Rannuo Hu ID Card No.: WHEREAS: 1. PRC Party A is a liability limited company duly incorporated under the laws of the People’s Republic of] [EQUITY PLEDGE AGREEMENT this Agreement April 2, 2014 THIS EQUITY PLEDGE AGREEMENT (hereinafter “ Party A: Fanhua Xinlian Information Technology Consulting (Shenzhen) Co., Ltd. Address: Room E1, Floor #3, Hanfeng Building, 1Xiameilin Road, Futian District, Shenzhen Party B: Rannuo Hu ID card No.: Third Party: Shenzhen Dianliang Information Technology Co., Ltd. Address: Rom201, Building A, 1 Qianwanyi Road Liyumen Street,] [POWER OF ATTORNEY PRC Shenzhen Dianliang Fanhua Xinlian I, Rannuo Hu, a citizen of the People’s Republic of China (the “ I hereby authorize the person designated by Fanhua Xinlian which it thinks fit to represent me with full power to exercise all voting rights of shareholder to which I shall be entitled in accordance with PRC laws and Shenzhen] [EXCLUSIVE PURCHASE OPTION AGREEMENT this Agreement April 2, 2014 THIS EXCLUSIVE PURCHASE OPTION AGREEMENT (hereinafter “ Party A: Fanhua Xinlian Information Technology Consulting (Shenzhen) Co., Ltd. Address: Rom E1, Floor #3, Hanfeng Building, 1 Xiameilin Road, Futian District, Shenzhen Party B: Rannuo Hu ID card No.: Party C: Address: Rom201, Building A, 1 Qianwanyi Road Liyumen Street, Qianhai Shengang Cooperate] [TECHNOLOGY SERVICE AGREEMENT Consignor(hereinafter referred to as “Party A”): Address: 4/F., Block A, Metropolitan Plaza, No. 120 Zhourong Road, Yuzhong District, Chongqing Legal Representative: Jiang Ben Contact Person: Wen Zhigang Consignee (hereinafter referred to as “Party B”): Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Address: F3, 3/F, Hanfeng Building, No. 1 Xiameilin Street 1, Futian District, Shenzhen Legal Representative:Tian] [SHARE PURCHASE AGREEMENT Agreement Purchaser Company Party, Parties. This Share Purchase Agreement (this “ W I T N E S S E T H Section 1.1 WHEREAS, the Company and the Purchaser desire to provide for the issuance, sale and purchase of certain number of ordinary shares of the Company, par value US$0.001 per share (the “Ordinary Shares”), as set] [SHARE PURCHASE AGREEMENT Agreement Purchaser Company Party, Parties. This Share Purchase Agreement (this “ W I T N E S S E T H Section 1.1 WHEREAS, the Company and the Purchaser desire to provide for the issuance, sale and purchase of certain number of ordinary shares of the Company, par value US$0.001 per share (the “Ordinary Shares”), as set] [SHARE PURCHASE AGREEMENT Agreement Purchaser Company Party, Parties. This Share Purchase Agreement (this “ W I T N E S S E T H Section 1.1 WHEREAS, the Company and the Purchaser desire to provide for the issuance, sale and purchase of certain number of ordinary shares of the Company, par value US$0.001 per share (the “Ordinary Shares”), as set] [LOAN AGREEMENT this Agreement THIS LOAN AGREEMENT (“ Lender: CNinsure Inc., is a liability limited company duly incorporated under the laws of the Cayman Islands (“ Party A Borrowers: Rosyedge Limited, is a liability limited company duly incorporated under the laws of British Virgin Islands (“Party B”). Ojeda Limited, is a liability limited company duly incorporated under the laws of] [List of Subsidiaries and Affiliated Entities (As of March 31, 2015) Subsidiaries Percentage Attributable to Our Company Place of Incorporation 1. (1) CISG Holdings Ltd. 100% BVI 2. (2) Minkfair Insurance Management Limited 100% Hong Kong 3. (3) CNinsure Holdings Ltd. 100% BVI& Hong Kong 4. (4) CNinsure Zhonglian Enterprise Image Planning (Shenzhen) Co., Ltd. (also known Fanhua Zhonglian Enterprise] [Certification by the Chief Executive Officer I, Chunlin Wang, certify that: 1. I have reviewed this annual report on Form 20-F of CNinsure Inc. (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 the] [Certification by the Chief Financial Officer I, Peng Ge, certify that: 1. I have reviewed this annual report on Form 20-F of CNinsure Inc. (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 the] [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.] [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.] [[Letterhead of Maples and Calder] Our ref Direct tel Email CNinsure Inc. 22/F, Yinhai Building No. 299 Yanjiang Zhong Road Guangzhou, Guangdong 510110 People’s Republic of China 23 April, 2015 Dear Sirs Re: CNinsure Inc. (the “Company”) Yours faithfully Maples and Calder] [[Letterhead of Global Law Office] April 23, 2015 To: CNinsure Inc. 22/F, Yinhai Building No. 299 Yanjiang Zhong Road Guangzhou, Guangdong 510110 People’s Republic of China Dear Sirs, Yours faithfully, Global Law Office] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM , We consent to the incorporation by reference in Registration Statements No. 333-156486 and No. 333-151271 on Form S-8 of our reports dated April 23 Certified Public Accountants Hong Kong April 23, 2015]
