[Title of Each Class Name of Each Exchange on Which Registered American Depositary Shares, each representing eight common shares of par value US$0.00005 per share NASDAQ Global Market NONE (Title of Class) NONE (Title of Class) Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period] [Technical Support Service Agreement [One of our SPEs One of our PRC subsidiaries THIS TECHNICAL SUPPORT SERVICE AGREEMENT (“this Agreement”) is entered into on in , China, by and between WHEREAS: 1. Party A is engaged in the business of providing Internet technology development services in the PRC (the “Business”). Party B has expertise and resources in the area of] [Strategic Consulting Service Agreement THIS STRATEGIC CONSULTING SERVICE AGREEMENT (“this Agreement”) is entered into in , People’s Republic of China (“PRC”) on by and between: [One of our SPEs] Party A (“Entrusting Party”): [One of our PRC subsidiaries] Party B (“Entrusted Party”): Each of Party A and Party B shall hereinafter individually be referred to as a “Party” and collectively] [INTELLECTUAL PROPERTY LICENSE AGREEMENT THIS INTELLECTUAL PROPERTY LICENSE AGREEMENT (“this Agreement”) is made and entered into by the parties below in Hangzhou as of: [One of our PRC subsidiaries] Licensor: Address: [One of our SPEs] Licensee: Address: The Licensor and the Licensee are hereinafter individually referred to as a “Party” and collectively as the “Parties”. WHEREAS, (1) The Licensor is] [Purchase Option and Cooperation Agreement This Purchase option and Cooperation Agreement (“this Agreement”) is entered into in , People’s Republic of China (the “PRC”) on by and among: [One of our SPEs] Party A: Address: Post Code: Telephone: Fax: [One of our PRC subsidiaries] Party B: Address: Telephone: Fax: 1 [each shareholder of Party A] Number of ID: Address: WHEREAS,] [Form of Power of Attorney A Principal: ID Card Number: B Domicile: [One of our PRC subsidiaries] Party A: Domicile: Legal Representative: C I, Authorize Party A or a qualified Chinese citizen designated by it (hereinafter referred to as the “Agent”) to act as the exclusive and sole agent of Principal in respect of the following matters: [One of our] [Equity Pledge Agreement This Equity Pledge Agreement (this “Agreement”) is executed by and among the following parties on in , China. [each shareholder of one of our SPEs] PLEDGOR: Number of ID: Address: 1 [one of our PRC subsidiaries] PLEDGEE: Address: Telephone: Fax: [one of our SPEs] SPE: Address: Post Code: Telephone: Fax: WHEREAS: SPE, is a limited liability company] [As of July 30, 2014 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 British Virgin Islands company 6. Hangzhou Tiandian Investment Consulting Co.,] [Certification by the Chief Executive Officer I, Michael Tao Song, certify that: 1. I have reviewed this annual 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, John Bi, certify that: 1. I have reviewed this annual 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 the] [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 EX-13.1 11 d759417dex131.htm EX-13.1] [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. John Bi Chief Financial Officer EX-13.2 12 d759417dex132.htm EX-13.2] [AN UN AW FFICES H Suite 906, Office Tower C1, Oriental Plaza, 1 East Chang An Avenue, Beijing 100738, P. R. China EL AX T July 30, 2014 SKY-MOBI LIMITED 10/F, Building B, United Mansion No. 2 Zijinghua Road, Hangzhou Zhejiang 310013 People’s Republic of China Dear Sir/Madam: Annual Report SEC We hereby consent to the reference of our name] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Shanghai, China July 30, 2014 EX-15.2 14 d759417dex152.htm EX-15.2] [Conyers Dill & Pearman (Cayman) Limited BERMUDA BRITISH VIRGIN ISLANDS CAYMAN ISLANDS DUBAI HONG KONG LONDON MAURITIUS SINGAPORE PO Box 2681 Grand Cayman KY1-1111 Cayman Islands Tel: +1 (345) 945 3901 Fax: +1 (345) 945 3902 conyersdill.com July 30, 2014 Sky-mobi Limited 10/F, Building B, United Mansion No. 2, Zijinghua Road Hangzhou, Zhejiang 310013 People’s Republic of China Dear Sirs,]