MOBI [SKY-MOBI] 20-F: TABLE OF CONTENTS CONVENTIONS USED IN THIS TRANSITION
[TABLE OF CONTENTS CONVENTIONS USED IN THIS TRANSITION REPORT 1] [As of April 27, 2015 Wholly-Owned Subsidiaries 1. Sky Network International Limited, a British Virgin Islands company 2. Profit Star Software (HK) Limited, a Hong Kong company 3. Pusida (Beijing) Technologies Co., Ltd., a PRC company 4. Hangzhou Dianneng Technologies Co., Ltd., a PRC company 5. Sky-Mobi Venture Limited, a Cayman Islands company 6. Hangzhou Tiandian Investment Consulting Co., Ltd.,] [Certification by the Chief Executive Officer I, Michael Tao Song, certify that: 1. I have reviewed this transition report on Form 20-F of Sky-mobi Limited (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] [Certification by the Chief Financial Officer I, Fischer Xiaodong Chen, certify that: 1. I have reviewed this transition report on Form 20-F of Sky-mobi Limited (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] [Certification by the 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. Michael Tao Song Chief Executive Officer] [Certification by the Chief Financial Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Fischer Xiaodong Chen Financial Officer Chief] [April 27, 2015 Sky-mobi Limited 10/F, Building B, United Mansion No. 2 Zijinghua Road, Hangzhou Zhejiang 310013 People’s Republic of China Dear Sir/Madam: Transition Report SEC We hereby consent to the reference of our name and inclusion of the summary and quotation of our opinion under the headings “Item 3.D. Key Information—Risk Factors” and “Item 4.A. Information on the Company—Business] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-175709 on Form S-8 of our reports dated April 27, 2015, relating to the financial statements of Sky-mobi Limited and the effectiveness of Sky-mobi Limited’s internal control over financial reporting (which report expresses an adverse opinion on the effectiveness of Shanghai, China] [27 April, 2015 Matter No.:820912 Doc Ref: AC/al/101820977v1 +852 2842 9531 Anna.Chong@conyersdill.com The Directors 10/F, Building B United Mansion No. 2 Zijinghua Road Hangzhou Zhejiang 310013 People’s Republic of China Dear Sirs, Sky-mobi Limited (the “Company”) Re: Form 20-F Commission In giving such consent, we do not hereby admit that we are experts within the meaning of Section 11 of]