[(Name of Issuer) (Title of Class of Securities) (CUSIP Number) (Date of Event Which Requires Filing of this Statement) [X] Rule 13d-1(b) [] Rule 13d-1(c) [] Rule 13d-1(d) The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment]
[(Name of Issuer) (Title of Class of Securities) (CUSIP Number) (Date of Event Which Requires Filing of this Statement) [X] Rule 13d-1(b) [] Rule 13d-1(c) [] Rule 13d-1(d) The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment]
[] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-1/A of NetQin Mobile Inc. of our report dated February 18, 2011, except for Note 19 which is as of April 8, 2011, relating to the consolidated financial statements of NetQin Mobile Inc., which appears in such Registration Statement. We also]
[] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-1/A of NetQin Mobile Inc. of our report dated February 18, 2011, except for Note 19 which is as of April 8, 2011, relating to the consolidated financial statements of NetQin Mobile Inc., which appears in such Registration Statement. We also]
[] [DEPOSIT AGREEMENT DEPOSIT AGREEMENT ● [ Company Depositary W I T N E S S E T H T H A T: WHEREAS WHEREAS WHEREAS WHEREAS WHEREAS NOW, THEREFORE ARTICLE I. DEFINITIONS All capitalized terms used, but not otherwise defined, herein shall have the meanings set forth below, unless otherwise clearly indicated: Affiliate SECTION 1.1 “ Agent SECTION 1.2 “] [April 8, 2011 FFB: KA Deutsche Bank Trust Company Americas, as Depositary under the Deposit Agreement referred to below 60 Wall Street New York, NY 10005 Ladies and Gentlemen: We refer to the Registration Statement on Form F-6 (the “Registration Statement”) relating to American Depositary Shares evidenced by American Depositary Receipts, each American Depositary Receipt representing five Based upon and]
[] [DEPOSIT AGREEMENT DEPOSIT AGREEMENT ● [ Company Depositary W I T N E S S E T H T H A T: WHEREAS WHEREAS WHEREAS WHEREAS WHEREAS NOW, THEREFORE ARTICLE I. DEFINITIONS All capitalized terms used, but not otherwise defined, herein shall have the meanings set forth below, unless otherwise clearly indicated: Affiliate SECTION 1.1 “ Agent SECTION 1.2 “] [April 8, 2011 FFB: KA Deutsche Bank Trust Company Americas, as Depositary under the Deposit Agreement referred to below 60 Wall Street New York, NY 10005 Ladies and Gentlemen: We refer to the Registration Statement on Form F-6 (the “Registration Statement”) relating to American Depositary Shares evidenced by American Depositary Receipts, each American Depositary Receipt representing five Based upon and]
[EXPLANATORY NOTE In the table below, the amounts under the headings As Reported reflect the originally reported information, and the amounts under the headings As Revised reflect the revised information. The adjustments do not impact the Companys cash position, revenues or income from operations. Three Months Ended Twelve Months Ended Consolidated Statement of Operations Data December 31, 2010 December 31,]
[EXPLANATORY NOTE In the table below, the amounts under the headings As Reported reflect the originally reported information, and the amounts under the headings As Revised reflect the revised information. The adjustments do not impact the Companys cash position, revenues or income from operations. Three Months Ended Twelve Months Ended Consolidated Statement of Operations Data December 31, 2010 December 31,]
[SHARE PURCHASE AGREEMENT, DATED AS OF FEBRUARY 28, 2011, AMONG SINA EXECUTION COPY SHARE PURCHASE AGREEMENT among THE SELLERS and SINA CORPORATION Dated as of February 28, 2011 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS SECTION 1.01. Certain Defined Terms 1 SECTION 1.02. Definitions 6 SECTION 1.03. Interpretation and Rules of Construction 7 ARTICLE II PURCHASE AND SALE SECTION 2.01.] [OPTION AGREEMENT, DATED AS OF FEBRUARY 28, 2011, AMONG SINA EXECUTION COPY February 28, 2011 th Sina Corporation Option Letter Agreement Dear Sirs: SPA SPA Sina Reference is made to the Share Purchase Agreement (the The Option Grantors Option Ordinary Shares Option Shares provided however 1. Escrow Agent Escrow Agreement 2. As of the Closing, the Grantors shall have] [MEMORANDUM OF UNDERSTANDING, DATED AS OF FEBRUARY 28, 2011, EXECUTION COPY February 28, 2011 MEMORANDUM OF UNDERSTANDING Agreement Mecox Sina Parties This Memorandum of Understanding (as the same may be amended, modified or restated from time to time, this Sellers Share Purchase Agreement WHEREAS, Maxpro Holdings Limited, Ever Keen Holdings Limited (together, the WHEREAS, the Parties recognize the] [ASSIGNMENT AND JOINDER, DATED AS OF MARCH 25, 2011, AMONG SINA, EXECUTION COPY ASSIGNMENT AND JOINDER Agreement Effective Date Purchaser Maxpro Ever Keen Sellers This Assignment and Joinder (this R E C I T A L S Share Purchase Agreement Ordinary Shares Sale Shares Company A. WHEREAS, the Purchaser and the Sellers have entered into a Share Purchase Agreement] [LOCK-UP AGREEMENT, DATED AS OF FEBRUARY 28, 2011, EXECUTED BY SINA IN EXECUTION COPY Lock-Up Agreement February 28, 2011 UBS AG Credit Suisse Securities (USA) LLC As Representatives of the several Ladies and Gentlemen: Share Purchase Agreement Ordinary Shares Company Option This Lock-Up Agreement is being delivered to you in connection with the share purchase agreement (the Lock-Up Period] [LOCK-UP AGREEMENT, DATED AS OF FEBRUARY 28, 2011, EXECUTED BY SINA IN FAVOR OF THE COMPANY EXECUTION COPY Lock-Up Agreement February 28, 2011 nd Mecox Lane Limited Ladies and Gentlemen: Share Purchase Agreement Sina Maxpro Ever Keen Sellers Company Parties Ordinary Shares ADSs Sale Shares This Lock-Up Agreement is being delivered to you in connection with the share purchase agreement] [ESCROW AGREEMENT, DATED AS OF MARCH 21, 2011, AMONG SINA, MAXPRO, ESCROW AGREEMENT WHEREAS, WHEREAS NOW THEREFORE 1. Appointment The Parties hereby appoint the Escrow Agent as their escrow agent for the purposes set forth herein, and the Escrow Agent hereby accepts such appointment under the terms and conditions set forth herein. 2. Escrow Fund; Escrow Account 2.1 2.2 The] [ESCROW AGREEMENT, DATED AS OF MARCH 21, 2011, AMONG SINA, MAXPRO, ESCROW AGREEMENT WHEREAS, WHEREAS NOW THEREFORE 1. Appointment The Parties hereby appoint the Escrow Agent as their escrow agent for the purposes set forth herein, and the Escrow Agent hereby accepts such appointment under the terms and conditions set forth herein. 2. Escrow Account 2.1 The Escrow Agent shall] [Page 2 of 10 SCHEDULE 13D CUSIP No. C5953U 102 Page 3 of 10 Pages 1 NAME OF REPORTING PERSONS 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) o (a) o (b)]
[SHARE PURCHASE AGREEMENT, DATED AS OF FEBRUARY 28, 2011, AMONG SINA EXECUTION COPY SHARE PURCHASE AGREEMENT among THE SELLERS and SINA CORPORATION Dated as of February 28, 2011 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS SECTION 1.01. Certain Defined Terms 1 SECTION 1.02. Definitions 6 SECTION 1.03. Interpretation and Rules of Construction 7 ARTICLE II PURCHASE AND SALE SECTION 2.01.] [OPTION AGREEMENT, DATED AS OF FEBRUARY 28, 2011, AMONG SINA EXECUTION COPY February 28, 2011 th Sina Corporation Option Letter Agreement Dear Sirs: SPA SPA Sina Reference is made to the Share Purchase Agreement (the The Option Grantors Option Ordinary Shares Option Shares provided however 1. Escrow Agent Escrow Agreement 2. As of the Closing, the Grantors shall have] [MEMORANDUM OF UNDERSTANDING, DATED AS OF FEBRUARY 28, 2011, EXECUTION COPY February 28, 2011 MEMORANDUM OF UNDERSTANDING Agreement Mecox Sina Parties This Memorandum of Understanding (as the same may be amended, modified or restated from time to time, this Sellers Share Purchase Agreement WHEREAS, Maxpro Holdings Limited, Ever Keen Holdings Limited (together, the WHEREAS, the Parties recognize the] [ASSIGNMENT AND JOINDER, DATED AS OF MARCH 25, 2011, AMONG SINA, EXECUTION COPY ASSIGNMENT AND JOINDER Agreement Effective Date Purchaser Maxpro Ever Keen Sellers This Assignment and Joinder (this R E C I T A L S Share Purchase Agreement Ordinary Shares Sale Shares Company A. WHEREAS, the Purchaser and the Sellers have entered into a Share Purchase Agreement] [LOCK-UP AGREEMENT, DATED AS OF FEBRUARY 28, 2011, EXECUTED BY SINA IN EXECUTION COPY Lock-Up Agreement February 28, 2011 UBS AG Credit Suisse Securities (USA) LLC As Representatives of the several Ladies and Gentlemen: Share Purchase Agreement Ordinary Shares Company Option This Lock-Up Agreement is being delivered to you in connection with the share purchase agreement (the Lock-Up Period] [LOCK-UP AGREEMENT, DATED AS OF FEBRUARY 28, 2011, EXECUTED BY SINA IN FAVOR OF THE COMPANY EXECUTION COPY Lock-Up Agreement February 28, 2011 nd Mecox Lane Limited Ladies and Gentlemen: Share Purchase Agreement Sina Maxpro Ever Keen Sellers Company Parties Ordinary Shares ADSs Sale Shares This Lock-Up Agreement is being delivered to you in connection with the share purchase agreement] [ESCROW AGREEMENT, DATED AS OF MARCH 21, 2011, AMONG SINA, MAXPRO, ESCROW AGREEMENT WHEREAS, WHEREAS NOW THEREFORE 1. Appointment The Parties hereby appoint the Escrow Agent as their escrow agent for the purposes set forth herein, and the Escrow Agent hereby accepts such appointment under the terms and conditions set forth herein. 2. Escrow Fund; Escrow Account 2.1 2.2 The] [ESCROW AGREEMENT, DATED AS OF MARCH 21, 2011, AMONG SINA, MAXPRO, ESCROW AGREEMENT WHEREAS, WHEREAS NOW THEREFORE 1. Appointment The Parties hereby appoint the Escrow Agent as their escrow agent for the purposes set forth herein, and the Escrow Agent hereby accepts such appointment under the terms and conditions set forth herein. 2. Escrow Account 2.1 The Escrow Agent shall] [Page 2 of 10 SCHEDULE 13D CUSIP No. C5953U 102 Page 3 of 10 Pages 1 NAME OF REPORTING PERSONS 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) o (a) o (b)]
