WUBA [58.com] NT 20-F:
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BIDU [Baidu] 6-K: (Original Filing)
[Baidu Announces First Quarter 2016 Results 1 BEIJING, China, April 28, 2016 Baidu, Inc. (NASDAQ: BIDU) (Baidu or the Company), the leading Chinese language Internet search provider, today announced its unaudited financial results for the first quarter ended March 31, 2016 We had an excellent start to 2016, and weve made great strides toward realization of our vision to] [FORM 6-K BAIDU, INC. Baidu Campus No. 10 Shangdi 10th Street Haidian District, Beijing 100085 The Peoples Republic of China x ¨ Form 20-F ¨ ¨ BAIDU, INC. By : : Jennifer Xinzhe Li : Chief Financial Officer 6-K 1 d189550d6k.htm FORM 6-K]
BIDU [Baidu] 6-K: Baidu Announces First Quarter 2016 Results 1 BEIJING,
[Baidu Announces First Quarter 2016 Results 1 BEIJING, China, April 28, 2016 Baidu, Inc. (NASDAQ: BIDU) (Baidu or the Company), the leading Chinese language Internet search provider, today announced its unaudited financial results for the first quarter ended March 31, 2016 We had an excellent start to 2016, and weve made great strides toward realization of our vision to] [FORM 6-K BAIDU, INC. Baidu Campus No. 10 Shangdi 10th Street Haidian District, Beijing 100085 The Peoples Republic of China x ¨ Form 20-F ¨ ¨ BAIDU, INC. By : : Jennifer Xinzhe Li : Chief Financial Officer 6-K 1 d189550d6k.htm FORM 6-K]
GIGM [GIGAMEDIA] 20-F: (Original Filing)
[Page PART I 3 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 3 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 ITEM 3. KEY INFORMATION 3 ITEM 4. INFORMATION ON THE COMPANY 18 ITEM 4A. UNRESOLVED STAFF COMMENTS 31 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 31 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 53 ITEM 7. MAJOR] [List of Subsidiaries Subsidiary* Year of Incorporation Jurisdiction of Incorporation Hoshin GigaMedia Center Inc. 1998 Taiwan GigaMedia (HK) Limited 2004 Hong Kong GigaMedia International Holdings Limited 2004 British Virgin Islands Cambridge Entertainment Software Limited 2004 British Virgin Islands FunTown World Limited 2005 British Virgin Islands GigaMedia Online Entertainment Corp. 2009 Cayman Islands FunTown Hong Kong Limited 1999 Hong Kong Cambridge] [CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER THE SARBANES-OXLEY ACT OF 2002 I, Collin Hwang, Chief Executive Officer of GigaMedia Limited, certify that: 1. I have reviewed this annual report on Form 20-F of GigaMedia 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] [CERTIFICATION OF THE CHIEF FINANCIAL OFFICER THE SARBANES-OXLEY ACT OF 2002 I, Collin Hwang, Chief Financial Officer of GigaMedia Limited, certify that: 1. I have reviewed this annual report on Form 20-F of GigaMedia 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] [CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Collin Hwang Chief Executive Officer EX-13.1 5 d119107dex131.htm EX-13.1] [CERTIFICATION OF THE CHIEF FINANCIAL OFFICER TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Collin Hwang Chief Financial Officer EX-13.2 6 d119107dex132.htm EX-13.2] [Consent of Independent Registered Public Accounting Firm The Board of Directors GigaMedia Limited: We consent to the incorporation by reference in the registration statements (No. 333-148663, No. 333-142963, No. 333-119616, No. 333-160535 and No. 333-168123) on Form S-8 of GigaMedia Limited of our report dated April 28, 2016, with respect to the consolidated financial statements of GigaMedia Limited as of]
GIGM [GIGAMEDIA] 20-F: Page PART I 3 ITEM 1. IDENTITY OF
[Page PART I 3 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 3 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 ITEM 3. KEY INFORMATION 3 ITEM 4. INFORMATION ON THE COMPANY 18 ITEM 4A. UNRESOLVED STAFF COMMENTS 31 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 31 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 53 ITEM 7. MAJOR] [List of Subsidiaries Subsidiary* Year of Incorporation Jurisdiction of Incorporation Hoshin GigaMedia Center Inc. 1998 Taiwan GigaMedia (HK) Limited 2004 Hong Kong GigaMedia International Holdings Limited 2004 British Virgin Islands Cambridge Entertainment Software Limited 2004 British Virgin Islands FunTown World Limited 2005 British Virgin Islands GigaMedia Online Entertainment Corp. 2009 Cayman Islands FunTown Hong Kong Limited 1999 Hong Kong Cambridge] [CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER THE SARBANES-OXLEY ACT OF 2002 I, Collin Hwang, Chief Executive Officer of GigaMedia Limited, certify that: 1. I have reviewed this annual report on Form 20-F of GigaMedia 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] [CERTIFICATION OF THE CHIEF FINANCIAL OFFICER THE SARBANES-OXLEY ACT OF 2002 I, Collin Hwang, Chief Financial Officer of GigaMedia Limited, certify that: 1. I have reviewed this annual report on Form 20-F of GigaMedia 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] [CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Collin Hwang Chief Executive Officer EX-13.1 5 d119107dex131.htm EX-13.1] [CERTIFICATION OF THE CHIEF FINANCIAL OFFICER TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Collin Hwang Chief Financial Officer EX-13.2 6 d119107dex132.htm EX-13.2] [Consent of Independent Registered Public Accounting Firm The Board of Directors GigaMedia Limited: We consent to the incorporation by reference in the registration statements (No. 333-148663, No. 333-142963, No. 333-119616, No. 333-160535 and No. 333-168123) on Form S-8 of GigaMedia Limited of our report dated April 28, 2016, with respect to the consolidated financial statements of GigaMedia Limited as of]
WB [WEIBO] 20-F: FORM 20-F (Mark One) o OR x OR
[FORM 20-F (Mark One) o OR x OR o OR o Date of event requiring this shell company report . . . . . . . . . . . . . . . . . . . For the transition period from to WEIBO CORPORATION Cayman Islands (Jurisdiction of incorporation or organization) 7/F, Shuohuang Development Plaza, No. 6 Caihefang] [Execution Version SERIES A-16 PREFERRED SHARE PURCHASE AGREEMENT Agreement THIS SERIES A-16 PREFERRED SHARE PURCHASE AGREEMENT (this 1. Company 2. Weibo Investor 3. Party Parties Each of the parties listed above is referred to herein individually as a RECITALS A. B. C. WITNESSETH NOW, THEREFORE, in consideration of the foregoing recitals, the mutual promises hereinafter set forth, and] [List of Major Subsidiaries and Variable Interest Entities Subsidiary Jurisdiction of Organization Weibo Hong Kong Limited (formerly known as T.CN Hong Kong Limited) Hong Kong Weibo Internet Technology (China) Co. Ltd. PRC Beijing Weimeng Technology Co. Ltd. PRC Beijing Weibo Interactive Internet Technology Co., Ltd. PRC EX-8.1 3 a15-25021_1ex8d1.htm EX-8.1] [I, Gaofei Wang, certify that: 1. 2. 3. 4. a. b. c. d. 5. a. b. Gaofei Wang Chief Executive Officer EX-12.1 4 a15-25021_1ex12d1.htm EX-12.1] [I, Herman Yu, certify that: 1. 2. 3. 4. a. b. c. d. 5. a. b. Herman Yu Chief Financial Officer EX-12.2 5 a15-25021_1ex12d2.htm EX-12.2] [(1) (2) April 28, 2016 Gaofei Wang Chief Executive Officer EX-13.1 6 a15-25021_1ex13d1.htm EX-13.1] [(1) (2) April 28, 2016 Herman Yu Chief Financial Officer EX-13.2 7 a15-25021_1ex13d2.htm EX-13.2] [[Maples and Calder Letterhead] Weibo Corporation 7/F, Shuohuang Development Plaza No. 6 Caihefang Road, Haidian District Beijing 100080 Peoples Republic of China 28 Dear Sirs, Weibo Corporation We hereby consent to the reference to our firm under the headings Item 10.B. Additional InformationMemorandum and Articles of Association and Item 10.E. Additional InformationTaxationCayman Islands Taxation in the Annual Report, and we] [[TransAsia Lawyers Letterhead] Weibo Corporation 7/F, Shuohuang Development Plaza No. 6 Caihefang Road, Haidian District Beijing 100080 Peoples Republic of China April 28, 2016 Yours faithfully, For and on behalf of TransAsia Lawyers EX-15.2 9 a15-25021_1ex15d2.htm EX-15.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-199022) of Weibo Corporation of our report dated April 28, 2016, relating to the consolidated financial statements, which appears in this Form 20-F. PricewaterhouseCoopers Zhong Tian LLP Beijing, the Peoples Republic of China April 28, 2016 EX-15.3]
QUNR [Qunar Cayman Islands] 20-F: * Not for trading, but only in connection
[* Not for trading, but only in connection with the listing on The NASDAQ Global Market of American depositary shares. Currently, one ADS represents three Class B ordinary shares. None (Title of Class) None (Title of Class) Indicate the number of outstanding shares of each of the issuers classes of capital or common stock as of the close of the] [EXECUTION VERSION NOTE PURCHASE AGREEMENT BY AND AMONG QUNAR CAYMAN ISLANDS LIMITED, SL CAMEL HOLDCO LIMITED, GAOLING FUND, L.P. AND YHG INVESTMENT, L.P. Dated as of June 1, 2015 TABLE OF CONTENTS 1. Definitions 5 2. Authorization, Purchase and Sale of Notes 10 2.1. Authorization, Purchase and Sale 10 2.2. Closing 10 3. 10 3.1. Organization and Power 10 3.2.] [Execution Version REGISTRATION RIGHTS AGREEMENT Agreement Company Silver Lake Gaoling YHG Hillhouse Investors This Registration Rights Agreement (this Purchase Agreement Notes Closing WHEREAS, it is a condition to the closing (the NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby] [Execution Version QUNAR CAYMAN ISLANDS LIMITED and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of June 17, 2015 2% CONVERTIBLE SENIOR NOTES DUE 2021 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01 Definitions 1 Section 1.02 Other Definitions 9 Section 1.03 Rules of Construction] [Execution Copy QUNAR CAYMAN ISLANDS LIMITED and U.S. BANK NATIONAL ASSOCIATION as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of August 17, 2015 TO INDENTURE Dated as of June 17, 2015 2% CONVERTIBLE SENIOR NOTES DUE 2021 FIRST SUPPLEMENTAL INDENTURE THIS First Supplemental Indenture Company Trustee WITNESSETH: Indenture WHEREAS, the Company has heretofore delivered to the Trustee an Indenture dated as] [Execution Version QUNAR CAYMAN ISLANDS LIMITED and U.S. BANK NATIONAL ASSOCIATION as Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of November 24, 2015 TO INDENTURE Dated as of June 17, 2015 As supplemented by FIRST SUPPLEMENTAL INDENTURE Dated as of August 17, 2015 2% CONVERTIBLE SENIOR NOTES DUE 2021 SECOND SUPPLEMENTAL INDENTURE Second Supplemental Indenture THIS Company Trustee WITNESSETH: Original Indenture] [WAIVER LETTER December 4, 2015 U.S. Bank National Association Qunar Cayman Islands Limited th Ladies and Gentlemen: Indenture Company Convertible Notes Waiving Parties Conversion Right Waiver Period Each Waiving Party, in full understanding of the material facts, hereby irrevocably waives and relinquishes its right (the This waiver letter is intended to bind any successor, permitted assign, administrator and representative.] [WAIVER LETTER January 4, 2016 U.S. Bank National Association 633 West Fifth Street, 24th Floor Los Angeles, California 90071 Attention: B. Scarbrough (Qunar Cayman Islands Limited 2015 Indenture) Qunar Cayman Islands Limited 17 th Haidian District Beijing 10080 China Attention: Yilu Zhao Ladies and Gentlemen: Indenture Company Convertible Notes Waiving Party Exchange Agreement Ctrip Exchange Reference is hereby further made] [QUNAR CAYMAN ISLANDS LIMITED AMENDED AND RESTATED 2007 SHARE PLAN ADOPTED ON NOVEMBER 8, 2007 JULY 30 , 2010 AMENDED ON JUNE 22 , 2011 AMENDED ON DECEMBER 29, 2011 AMENDED ON AUGUST 10, 2012 AMENDED ON SEPTEMBER 24, 2013 AMENDED ON FEBRUARY 12, 2015 TABLE OF CONTENTS Page SECTION 1. Establishment And Purpose 1 SECTION 2. Administration 1 (a)] [Qunar Cayman Islands Limited 2015 SHARE INCENTIVE PLAN ARTICLE I Plan Company The purpose of this 2015 Share Incentive Plan (the ARTICLE II Wherever the following terms are used in the Plan they shall have the meanings specified below, unless the context clearly indicates otherwise. The singular pronoun shall include the plural where the context so indicates. 2.1 2.2] [EXECUTION COPY Framework Agreement for Treatment of Qunar Employee Shares and Equity Awards Qunar Ctrip In order to continue to incentivize employees of Qunar Cayman Islands Limited ( 1. ADSs 2007 Plan 2015 Plan Covered Equities Share Exchange Conversion Ratio Executive Executive Awards Treatment Agreement The grant amounts, vesting schedules, and applicable conditions for the grantees shall be agreed in] [Loan Agreement This Loan Agreement (hereinafter referred to as Agreement Party A: Qunar Cayman Islands Limited Address: Party B: C-Travel International Limited Address: Parties Party (collectively, the WHEREAS: Party B, in order to fund its daily working capital, intends NOW, THEREFORE, the 1. Loan 1.1 Party A agrees to L oan Account number: Accounting bank: 1.2 2. Purpose of] [Loan Agreement This Loan Agreement (hereinafter referred to as Agreement Party A: Ctrip Travel Network Technology (Shanghai) Co., Ltd. Address: Party B: Beijing Qunar Software Technology Co., Ltd. Address: 17th Floor, Viva Plaza, Yard 29, Suzhou Street, Haidian District Parties Party (collectively, the WHEREAS: Party B, in order to fund its working capital, intends NOW, THEREFORE, the 1. Loan] [Restated Exclusive Technical Consulting and Services Agreement between Beijing Qu Na Information Technology Co., Ltd. and Beijing Qunar Software Technology Co., Ltd. 2016 TABLE OF CONTENTS ARTICLE PAGE 1. APPOINTMENT AND PROVISION OF SERVICES 4 2. INTELLECTUAL PROPERTY RIGHTS 4] [Loan Agreement among Beijing Qunar Software Technology Co., Ltd. CAO Hui And WANG Hui 2016 TABLE OF CONTENTS Pages Articles 1. DEFINITIONS AND INTERPRETATIONS 3 2. LOANS 4] [Equity Option Agreement Among Qunar Cayman Islands Limited Beijing Qunar Software Technology Co., Ltd. CAO Hui WANG Hui And Beijing Qu Na Information Technology Co., Ltd. 2016 TABLE OF CONTENTS Articles Pages 1. DEFINITIONS AND INTERPRETATIONS 4 2 PURCHASE AND SALE OF EQUITY INTEREST 5 3 UNDERTAKINGS 7 4 UNDERTAKINGS, 10 5 11 6.] [EQUITY INTEREST PLEDGE AGREEMENT among Beijing Qunar Software Technology Co., Ltd. and WANG Hui and CAO Hui March 2016 Agreement PRC This Equity Interest Pledge Agreement (this Pledgee: Beijing Qunar Software Technology Co., Ltd. Registered Address: Room 1701-1707, 1710-1720, 17th Floor, Viva Plaza, Building 18, Yard 29, Suzhou Street, Haidian District Beijing, China. Legal Representative: Wei Fang Pledgors: Wang] [Dated: March 23 POWER OF ATTORNEY I, Authorizee POA I hereby authorize and designate the Authorizee to vote on my behalf at the shareholders meetings of Beijing Qu Na Information Technology Co., Ltd. ( 北京趣拿信息技术有限公司 Beijing Qunar i.e., This POA Wang Hui EX-4.22 18 a16-2531_1ex4d22.htm EX-4.22] [Dated: March 23 POWER OF ATTORNEY I, Authorizee POA I hereby authorize and designate the Authorizee to vote on my behalf at the shareholders meetings of Beijing Qu Na Information Technology Co., Ltd. ( 北京趣拿信息技术有限公司 Beijing Qunar i.e., This POA shall take retroactive effect upon the completion of all formalities required for changes to Beijing Qunars shareholders, Wang Hui and] [Place of Incorporation Subsidiaries Queens Road Travel Information Limited Hong Kong Beijing Qunar Software Technology Company Limited Peoples Republic of China Shanghai Qianlima Network Technology Co., Ltd. Peoples Republic of China Variable Interest Entity Qunar.com Beijing Information Technology Company Limited Peoples Republic of China Subsidiaries of Variable Interest Entity Beijing Jiaxin Haoyuan Information Technology Company Ltd. Peoples Republic of China] [I, Zhenyu Chen, certify that: 1. I have reviewed this annual report on Form 20-F of Qunar Cayman Islands 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 the circumstances under which such] [Certification by the Principal Financial Officer I, Xiaolu Zhu, certify that: 1. I have reviewed this annual report on Form 20-F of Qunar Cayman Islands 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] [(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.1 23 a16-2531_1ex13d1.htm EX-13.1] [Certification by the Principal 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. EX-13.2 24 a16-2531_1ex13d2.htm EX-13.2] [15.1 Consent of Independent Registered Public Accounting Firm Shanghai, the Peoples Republic of China April 14, 2016 EX-15.1 25 a16-2531_1ex15d1.htm EX-15.1] [April 14, 2016 Qunar Cayman Islands Limited 17th Floor, Viva Plaza, Building 18, Yard 29, Suzhou Street, Haidian District Beijing 100080 The Peoples Republic of China Ladies and Gentlemen, Yours faithfully, EX-15.2 26 a16-2531_1ex15d2.htm EX-15.2]
QUNR [Qunar Cayman Islands] 20-F: (Original Filing)
[* Not for trading, but only in connection with the listing on The NASDAQ Global Market of American depositary shares. Currently, one ADS represents three Class B ordinary shares. None (Title of Class) None (Title of Class) Indicate the number of outstanding shares of each of the issuers classes of capital or common stock as of the close of the] [EXECUTION VERSION NOTE PURCHASE AGREEMENT BY AND AMONG QUNAR CAYMAN ISLANDS LIMITED, SL CAMEL HOLDCO LIMITED, GAOLING FUND, L.P. AND YHG INVESTMENT, L.P. Dated as of June 1, 2015 TABLE OF CONTENTS 1. Definitions 5 2. Authorization, Purchase and Sale of Notes 10 2.1. Authorization, Purchase and Sale 10 2.2. Closing 10 3. 10 3.1. Organization and Power 10 3.2.] [Execution Version REGISTRATION RIGHTS AGREEMENT Agreement Company Silver Lake Gaoling YHG Hillhouse Investors This Registration Rights Agreement (this Purchase Agreement Notes Closing WHEREAS, it is a condition to the closing (the NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby] [Execution Version QUNAR CAYMAN ISLANDS LIMITED and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of June 17, 2015 2% CONVERTIBLE SENIOR NOTES DUE 2021 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01 Definitions 1 Section 1.02 Other Definitions 9 Section 1.03 Rules of Construction] [Execution Copy QUNAR CAYMAN ISLANDS LIMITED and U.S. BANK NATIONAL ASSOCIATION as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of August 17, 2015 TO INDENTURE Dated as of June 17, 2015 2% CONVERTIBLE SENIOR NOTES DUE 2021 FIRST SUPPLEMENTAL INDENTURE THIS First Supplemental Indenture Company Trustee WITNESSETH: Indenture WHEREAS, the Company has heretofore delivered to the Trustee an Indenture dated as] [Execution Version QUNAR CAYMAN ISLANDS LIMITED and U.S. BANK NATIONAL ASSOCIATION as Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of November 24, 2015 TO INDENTURE Dated as of June 17, 2015 As supplemented by FIRST SUPPLEMENTAL INDENTURE Dated as of August 17, 2015 2% CONVERTIBLE SENIOR NOTES DUE 2021 SECOND SUPPLEMENTAL INDENTURE Second Supplemental Indenture THIS Company Trustee WITNESSETH: Original Indenture] [WAIVER LETTER December 4, 2015 U.S. Bank National Association Qunar Cayman Islands Limited th Ladies and Gentlemen: Indenture Company Convertible Notes Waiving Parties Conversion Right Waiver Period Each Waiving Party, in full understanding of the material facts, hereby irrevocably waives and relinquishes its right (the This waiver letter is intended to bind any successor, permitted assign, administrator and representative.] [WAIVER LETTER January 4, 2016 U.S. Bank National Association 633 West Fifth Street, 24th Floor Los Angeles, California 90071 Attention: B. Scarbrough (Qunar Cayman Islands Limited 2015 Indenture) Qunar Cayman Islands Limited 17 th Haidian District Beijing 10080 China Attention: Yilu Zhao Ladies and Gentlemen: Indenture Company Convertible Notes Waiving Party Exchange Agreement Ctrip Exchange Reference is hereby further made] [QUNAR CAYMAN ISLANDS LIMITED AMENDED AND RESTATED 2007 SHARE PLAN ADOPTED ON NOVEMBER 8, 2007 JULY 30 , 2010 AMENDED ON JUNE 22 , 2011 AMENDED ON DECEMBER 29, 2011 AMENDED ON AUGUST 10, 2012 AMENDED ON SEPTEMBER 24, 2013 AMENDED ON FEBRUARY 12, 2015 TABLE OF CONTENTS Page SECTION 1. Establishment And Purpose 1 SECTION 2. Administration 1 (a)] [Qunar Cayman Islands Limited 2015 SHARE INCENTIVE PLAN ARTICLE I Plan Company The purpose of this 2015 Share Incentive Plan (the ARTICLE II Wherever the following terms are used in the Plan they shall have the meanings specified below, unless the context clearly indicates otherwise. The singular pronoun shall include the plural where the context so indicates. 2.1 2.2] [EXECUTION COPY Framework Agreement for Treatment of Qunar Employee Shares and Equity Awards Qunar Ctrip In order to continue to incentivize employees of Qunar Cayman Islands Limited ( 1. ADSs 2007 Plan 2015 Plan Covered Equities Share Exchange Conversion Ratio Executive Executive Awards Treatment Agreement The grant amounts, vesting schedules, and applicable conditions for the grantees shall be agreed in] [Loan Agreement This Loan Agreement (hereinafter referred to as Agreement Party A: Qunar Cayman Islands Limited Address: Party B: C-Travel International Limited Address: Parties Party (collectively, the WHEREAS: Party B, in order to fund its daily working capital, intends NOW, THEREFORE, the 1. Loan 1.1 Party A agrees to L oan Account number: Accounting bank: 1.2 2. Purpose of] [Loan Agreement This Loan Agreement (hereinafter referred to as Agreement Party A: Ctrip Travel Network Technology (Shanghai) Co., Ltd. Address: Party B: Beijing Qunar Software Technology Co., Ltd. Address: 17th Floor, Viva Plaza, Yard 29, Suzhou Street, Haidian District Parties Party (collectively, the WHEREAS: Party B, in order to fund its working capital, intends NOW, THEREFORE, the 1. Loan] [Restated Exclusive Technical Consulting and Services Agreement between Beijing Qu Na Information Technology Co., Ltd. and Beijing Qunar Software Technology Co., Ltd. 2016 TABLE OF CONTENTS ARTICLE PAGE 1. APPOINTMENT AND PROVISION OF SERVICES 4 2. INTELLECTUAL PROPERTY RIGHTS 4] [Loan Agreement among Beijing Qunar Software Technology Co., Ltd. CAO Hui And WANG Hui 2016 TABLE OF CONTENTS Pages Articles 1. DEFINITIONS AND INTERPRETATIONS 3 2. LOANS 4] [Equity Option Agreement Among Qunar Cayman Islands Limited Beijing Qunar Software Technology Co., Ltd. CAO Hui WANG Hui And Beijing Qu Na Information Technology Co., Ltd. 2016 TABLE OF CONTENTS Articles Pages 1. DEFINITIONS AND INTERPRETATIONS 4 2 PURCHASE AND SALE OF EQUITY INTEREST 5 3 UNDERTAKINGS 7 4 UNDERTAKINGS, 10 5 11 6.] [EQUITY INTEREST PLEDGE AGREEMENT among Beijing Qunar Software Technology Co., Ltd. and WANG Hui and CAO Hui March 2016 Agreement PRC This Equity Interest Pledge Agreement (this Pledgee: Beijing Qunar Software Technology Co., Ltd. Registered Address: Room 1701-1707, 1710-1720, 17th Floor, Viva Plaza, Building 18, Yard 29, Suzhou Street, Haidian District Beijing, China. Legal Representative: Wei Fang Pledgors: Wang] [Dated: March 23 POWER OF ATTORNEY I, Authorizee POA I hereby authorize and designate the Authorizee to vote on my behalf at the shareholders meetings of Beijing Qu Na Information Technology Co., Ltd. ( 北京趣拿信息技术有限公司 Beijing Qunar i.e., This POA Wang Hui EX-4.22 18 a16-2531_1ex4d22.htm EX-4.22] [Dated: March 23 POWER OF ATTORNEY I, Authorizee POA I hereby authorize and designate the Authorizee to vote on my behalf at the shareholders meetings of Beijing Qu Na Information Technology Co., Ltd. ( 北京趣拿信息技术有限公司 Beijing Qunar i.e., This POA shall take retroactive effect upon the completion of all formalities required for changes to Beijing Qunars shareholders, Wang Hui and] [Place of Incorporation Subsidiaries Queens Road Travel Information Limited Hong Kong Beijing Qunar Software Technology Company Limited Peoples Republic of China Shanghai Qianlima Network Technology Co., Ltd. Peoples Republic of China Variable Interest Entity Qunar.com Beijing Information Technology Company Limited Peoples Republic of China Subsidiaries of Variable Interest Entity Beijing Jiaxin Haoyuan Information Technology Company Ltd. Peoples Republic of China] [I, Zhenyu Chen, certify that: 1. I have reviewed this annual report on Form 20-F of Qunar Cayman Islands 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 the circumstances under which such] [Certification by the Principal Financial Officer I, Xiaolu Zhu, certify that: 1. I have reviewed this annual report on Form 20-F of Qunar Cayman Islands 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] [(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.1 23 a16-2531_1ex13d1.htm EX-13.1] [Certification by the Principal 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. EX-13.2 24 a16-2531_1ex13d2.htm EX-13.2] [15.1 Consent of Independent Registered Public Accounting Firm Shanghai, the Peoples Republic of China April 14, 2016 EX-15.1 25 a16-2531_1ex15d1.htm EX-15.1] [April 14, 2016 Qunar Cayman Islands Limited 17th Floor, Viva Plaza, Building 18, Yard 29, Suzhou Street, Haidian District Beijing 100080 The Peoples Republic of China Ladies and Gentlemen, Yours faithfully, EX-15.2 26 a16-2531_1ex15d2.htm EX-15.2]
VNET [21Vianet] 6-K: (Original Filing)
[21Vianet Group, Inc. Filed Its Annual Report on Form 20-F About 21Vianet 21Vianet Group, Inc. is a leading carrier-neutral Internet data center services provider in China. 21Vianet provides hosting and related services, managed network services, cloud services, content delivery network services, last-mile wired broadband services and business VPN services, improving the reliability, security and speed of its customers Internet infrastructure.] [FORM 6-K 21Vianet Group, Inc. M5, 1 Jiuxianqiao East Road, Chaoyang District Beijing 100016 The Peoples Republic of China (86 10) 8456 2121 x ¨ ¨ ¨ 21Vianet Group, Inc. By : Name : Terry Wang Title : Chief Financial Officer 6-K 1 d171116d6k.htm FORM 6-K]
VNET [21Vianet] 20-F: (Original Filing)
[INTRODUCTION 1 1 PART I 3 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 3 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 ITEM 3. KEY INFORMATION 3 ITEM 4. INFORMATION ON THE COMPANY 45 ITEM 4A. UNRESOLVED STAFF COMMENTS 67 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 67 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 96 ITEM] [List of Significant Subsidiaries and Principal Consolidated Affiliated Entities* Significant Subsidiaries Jurisdiction of Incorporation 21ViaNet Group Limited Hong Kong 21Vianet Mobile Limited Hong Kong Hongkong Fastweb Holdings Co., Limited Hong Kong Diyixian.com Limited Hong Kong DYXNet Limited Hong Kong Dermot Holdings Limited British Virgin Islands WiFire Group Inc. British Virgin Islands Fastweb International Holdings Cayman Islands 21Vianet Data Center Co.,] [I, Steve Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of 21Vianet Group, Inc.; 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, Terry Wang, certify that: 1. I have reviewed this annual report on Form 20-F of 21Vianet Group, Inc.; 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. Steve Zhang Chief Executive Officer EX-13.1 5 d124901dex131.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. Terry Wang Chief Financial Officer EX-13.2 6 d124901dex132.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statements: i) Form S-8 No. 333-177273, pertaining to the 2010 Share Incentive Plan; iii) Form S-8 No.333-197495, pertaining to the 2014 Share Incentive Plan; and (Form 20-F) of 21Vianet Group, Inc. of our reports dated April 12, 2016, with respect to the consolidated] [Consent of Beijing DHH Law Firm To: 21Vianet Group, Inc. M5, 1 Jiuxianqiao East Road Chaoyang District, Beijing 100016 the Peoples Republic of China Date Dear Sirs, Yours faithfully, Beijing DHH Law Firm EX-15.2 8 d124901dex152.htm EX-15.2]
