SFUN [SouFun] 20-F/A: (Original Filing)

[] [PURCHASE AND SALE AGREEMENT Between SAHN EAGLE LLC, a Delaware limited liability company, as SELLER, and WALL STREET GLOBAL TRAINING CENTER, INC., a New York not-for-profit corporation as PURCHASER Property: Unit 1 72 Wall Street Condominium 73 Pine Street New York, New York TABLE OF CONTENTS Page 1. DEFINITIONS 4 2. PURCHASE AND SALE 7 3. ACCESS 7 4. PURCHASE] [Assignment and Assumption of Purchase and Sale Agreement Purchase and Sale Agreement Wall Street Global Training Center, Inc., as Assignor, hereby assigns all of its right, title and interest in and to that certain purchase and sale agreement dated as of October 4, 2011 by and between Sahn Eagle LLC, a Delaware limited liability company, as Seller, and Assignor, as] [CERTIFICATION I, Richard Jiangong Dai, certify that: 1. I have reviewed this annual report on Form 20-F/A of SouFun 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] [CERTIFICATION I, Lanying Guan, certify that: 1. I have reviewed this annual report on Form 20-F/A of SouFun 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] [CERTIFICATION REQUIRED BY RULE 13a-14(b) OR RULE 15d-14(b) AND 18 U.S.C. SECTION 1350 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Richard Jiangong Dai Chief Executive Officer EX-13.1 6 d435323dex131.htm CERTIFICATION OF CHIEF EXECUTIVE OFFICER REQUIRED BY RULE 13A-14(B)] [CERTIFICATION REQUIRED BY RULE 13a-14(b) OR RULE 15d-14(b) AND 18 U.S.C. SECTION 1350 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Lanying Guan Chief Financial Officer EX-13.2 7 d435323dex132.htm CERTIFICATION OF CHIEF FINANCIAL OFFICER REQUIRED BY RULE 13A-14(B)]

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SFUN [SouFun] 20-F/A:

[] [PURCHASE AND SALE AGREEMENT Between SAHN EAGLE LLC, a Delaware limited liability company, as SELLER, and WALL STREET GLOBAL TRAINING CENTER, INC., a New York not-for-profit corporation as PURCHASER Property: Unit 1 72 Wall Street Condominium 73 Pine Street New York, New York TABLE OF CONTENTS Page 1. DEFINITIONS 4 2. PURCHASE AND SALE 7 3. ACCESS 7 4. PURCHASE] [Assignment and Assumption of Purchase and Sale Agreement Purchase and Sale Agreement Wall Street Global Training Center, Inc., as Assignor, hereby assigns all of its right, title and interest in and to that certain purchase and sale agreement dated as of October 4, 2011 by and between Sahn Eagle LLC, a Delaware limited liability company, as Seller, and Assignor, as] [CERTIFICATION I, Richard Jiangong Dai, certify that: 1. I have reviewed this annual report on Form 20-F/A of SouFun 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] [CERTIFICATION I, Lanying Guan, certify that: 1. I have reviewed this annual report on Form 20-F/A of SouFun 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] [CERTIFICATION REQUIRED BY RULE 13a-14(b) OR RULE 15d-14(b) AND 18 U.S.C. SECTION 1350 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Richard Jiangong Dai Chief Executive Officer EX-13.1 6 d435323dex131.htm CERTIFICATION OF CHIEF EXECUTIVE OFFICER REQUIRED BY RULE 13A-14(B)] [CERTIFICATION REQUIRED BY RULE 13a-14(b) OR RULE 15d-14(b) AND 18 U.S.C. SECTION 1350 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Lanying Guan Chief Financial Officer EX-13.2 7 d435323dex132.htm CERTIFICATION OF CHIEF FINANCIAL OFFICER REQUIRED BY RULE 13A-14(B)]

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SOHU [SOHU COM] 10-Q: (Original Filing)

[SOHU.COM INC. PAGE PART I FINANCIAL INFORMATION Item 1 Condensed Consolidated Financial Statements (unaudited) 3 Condensed Consolidated Balance Sheets as of September 30, 2012 and December 31, 2011 3 Condensed Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2012 and 2011 4 Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September] [7ROAD.COM LIMITED 2012 SHARE INCENTIVE PLAN 1. Purposes of this Plan 2. Definitions “Award Agreement” means a written or electronic document or agreement setting forth the terms and conditions of a specific Award. “Board” means the Board of Directors of the Company. “Class A Ordinary Share” means a Class A Ordinary Share in the capital of the Company, having the] [Our Ref: Commercial Banking – A120522, CM120613, 120626 and LN120703 Confidential 4 July 2012 Changyou.com Limited Changyou.com HK Limited East Tower Jing Yan Building No.29 Shijingshan Road Shijingshan District Beijing 100043 China Attention: Ms. Jackie Li Dear Sirs, BANKING FACILITIES Bank Facilities Borrower With reference to our recent discussions, we, Hang Seng Bank Limited (the “ The Facilities will be] [Our reference number: FL923A_ Changyou.com _new 12 th July, 2012 Confidential Changyou.com Limited East Tower, Jing Yan Building No. 29 Shijingshan Road Shijingshan District Beijing 100043, PRC Attn: Mr. Alex Ho Dear Sirs, Re: Changyou.com Limited RMB630 Million Term Loan Facility This letter (this “Facility Letter”) sets out the terms and conditions upon which The Bank of East Asia, Limited] [Our Ref. : LC-2012005413826-6547 To : Changyou.com HK Limited Important Notice: This letter sets out the terms and conditions upon which our bank would provide/continue/revise general banking facilities to you. The Borrower(s), Mortgagor(s), Chargor(s) and Guarantor(s) are advised to read and understand the terms and conditions herein carefully before accepting the banking facilities. The Borrower(s), Mortgagor(s), Chargor(s) and Guarantor(s) are] [I, Charles Zhang, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Sohu.com 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, not] [I, Carol Yu, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Sohu.com 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, not] [SOHU.COM INC. SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition of the Company as of September 30, 2012 and results of operations of the Company for the three months ended September 30, 2012. Charles Zhang, Chief Executive Officer and Chairman of the Board of Directors November 8, 2012] [SOHU.COM INC. SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition of the Company as of September 30, 2012 and results of operations of the Company for the three months ended September 30, 2012. Carol Yu, Co-President and Chief Financial Officer November 8, 2012 EX-32.2 9 d431560dex322.htm SECTION 1350]

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SOHU [SOHU COM] 10-Q: SOHU.COM INC. PAGE PART I FINANCIAL INFORMATION Item

[SOHU.COM INC. PAGE PART I FINANCIAL INFORMATION Item 1 Condensed Consolidated Financial Statements (unaudited) 3 Condensed Consolidated Balance Sheets as of September 30, 2012 and December 31, 2011 3 Condensed Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2012 and 2011 4 Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September] [7ROAD.COM LIMITED 2012 SHARE INCENTIVE PLAN 1. Purposes of this Plan 2. Definitions “Award Agreement” means a written or electronic document or agreement setting forth the terms and conditions of a specific Award. “Board” means the Board of Directors of the Company. “Class A Ordinary Share” means a Class A Ordinary Share in the capital of the Company, having the] [Our Ref: Commercial Banking – A120522, CM120613, 120626 and LN120703 Confidential 4 July 2012 Changyou.com Limited Changyou.com HK Limited East Tower Jing Yan Building No.29 Shijingshan Road Shijingshan District Beijing 100043 China Attention: Ms. Jackie Li Dear Sirs, BANKING FACILITIES Bank Facilities Borrower With reference to our recent discussions, we, Hang Seng Bank Limited (the “ The Facilities will be] [Our reference number: FL923A_ Changyou.com _new 12 th July, 2012 Confidential Changyou.com Limited East Tower, Jing Yan Building No. 29 Shijingshan Road Shijingshan District Beijing 100043, PRC Attn: Mr. Alex Ho Dear Sirs, Re: Changyou.com Limited RMB630 Million Term Loan Facility This letter (this “Facility Letter”) sets out the terms and conditions upon which The Bank of East Asia, Limited] [Our Ref. : LC-2012005413826-6547 To : Changyou.com HK Limited Important Notice: This letter sets out the terms and conditions upon which our bank would provide/continue/revise general banking facilities to you. The Borrower(s), Mortgagor(s), Chargor(s) and Guarantor(s) are advised to read and understand the terms and conditions herein carefully before accepting the banking facilities. The Borrower(s), Mortgagor(s), Chargor(s) and Guarantor(s) are] [I, Charles Zhang, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Sohu.com 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, not] [I, Carol Yu, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Sohu.com 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, not] [SOHU.COM INC. SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition of the Company as of September 30, 2012 and results of operations of the Company for the three months ended September 30, 2012. Charles Zhang, Chief Executive Officer and Chairman of the Board of Directors November 8, 2012] [SOHU.COM INC. SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition of the Company as of September 30, 2012 and results of operations of the Company for the three months ended September 30, 2012. Carol Yu, Co-President and Chief Financial Officer November 8, 2012 EX-32.2 9 d431560dex322.htm SECTION 1350]

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YY [YY] F-1/A: PROSPECTUS (Subject to Completion) Issued November 7, 2012

[PROSPECTUS (Subject to Completion) Issued November 7, 2012 7,800,000 American Depositary Shares YY Inc. REPRESENTING 156,000,000 CLASS A COMMON SHARES YY Inc. is offering 7,800,000 American Depositary Shares, or ADSs. Each ADS represents 20 Class A common shares, par value $0.00001 per share. This is our initial public offering and no public market currently exists for our ADSs or our] [The Companies Law (Revised) Company Limited by Shares THE SECOND AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF YY Inc. (Adopted by way of a special resolution passed on October 12, 2012 and to become effective immediately upon the completion of the Company’s initial public offering of its Class A Common Shares represented by American Depositary Shares on the NASDAQ Global] [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 “ American Depositary] [November 7, 2012 Matter No.:876102 Doc Ref: Pl/al/1920585v1 (852) 2842 9551 Paul.Lim@conyersdill.com YY Inc. Building 3-08, Yangcheng Creative Industry Zone No. 309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 China Dear Sirs, Re: YY Inc. (the “Company”) Public Offering ADSs Common Shares Prospectus Registration Statement Securities Act Commission We have acted as special Cayman Islands legal counsel to the Company] [KADDEN RPS LATE EAGHER LOM S AFFILIATE OFFICES 300 SOUTH GRAND AVENUE LOS ANGELES, CALIFORNIA 90071-3144 __________ TEL: (213) 687-5000 FAX: (213) 687-5600 www.skadden.com __________ BOSTON CHICAGO HOUSTON LOS ANGELES NEW YORK PALO ALTO WILMINGTON __________ BEIJING BRUSSELS FRANKFURT LONDON MOSCOW MUNICH PARIS SÃO PAULO SHANGHAI SINGAPORE SYDNEY TOKYO TORONTO November 7, 2012 YY Inc. Building 3-08 Yangcheng Creative Industry] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Registration Statement on Form F-1 of YY Inc. of our report dated July 13, 2012, relating to the financial statements of YY Inc., which appears in such Registration Statement. We also consent to the reference to us under the heading “Experts” in such Registration Statement.] [November 7, 2012 YY Inc. Building 3-08, Yangcheng Creative Industry Zone No. 309 Huangpu Avenue Middle Tianhe District, Guangzhou 510655 People’s Republic of China Ladies and Gentlemen: EX-23.7 7 d222007dex237.htm CONSENT OF PENG T. ONG] [November 7, 2012 YY Inc. Building 3-08, Yangcheng Creative Industry Zone No. 309 Huangpu Avenue Middle Tianhe District, Guangzhou 510655 People’s Republic of China Ladies and Gentlemen: EX-23.8 8 d222007dex238.htm CONSENT OF PETER ANDREW SCHLOSS] [To: YY Inc. Building 3-08 Yangcheng Creative Industry Zone No.309 Huangpu Avenue Middle Tianhe District Guangzhou 510655 P.R.C November 7, 2012 Dear Sirs/Madam YY INC. PRC We are lawyers qualified in the People’s Republic of China (the “ Company Registration Statement SEC ADSs Offering We are acting as PRC legal counsel to YY Inc. (the “ Opinion This legal opinion]

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YY [YY] F-6: (Original Filing)

[] [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 “ American Depositary] [Deutsche Bank Trust Company Americas as Depositary under the Deposit Agreement referred to below 60 Wall Street New York, NY 10005 Ladies and Gentlemen: Deutsche Bank Trust Company Americas November 7, 2012 Very truly yours, 2 EX-5 3 a12-70_ex5.htm OPINION]

By | 2016-03-01T21:46:38+00:00 November 7th, 2012|Categories: Chinese Stocks, SEC Original, YY|Tags: , , , , , |0 Comments
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YY [YY] F-6:

[] [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 “ American Depositary] [Deutsche Bank Trust Company Americas as Depositary under the Deposit Agreement referred to below 60 Wall Street New York, NY 10005 Ladies and Gentlemen: Deutsche Bank Trust Company Americas November 7, 2012 Very truly yours, 2 EX-5 3 a12-70_ex5.htm OPINION]

By | 2016-03-01T21:47:27+00:00 November 7th, 2012|Categories: Chinese Stocks, Webplus ver, YY|Tags: , , , , , |0 Comments
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YY [YY] F-6: (Original Filing)

[(2) This registration statement may be executed in any number ofunterparts, each of which shall be deemed an original, andl of suchunterparts together shallnstitute one and theme instrument. PART I INFORMATION REQUIRED IN PROSPECTUS Item 1.DESCRIPTION OF SECURITIES TO BE REGISTERED Required Information Location in Form of Receipt Filed Herewith Prospectus] [DEPOSITREEMENT by and among YY Issuer, DEUTSCHE BANK TRUSTMPANY AMERICAS Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ISSUED HEREUNDERted of [] DEPOSITREEMENT WITNESSETHTHAT: WHEREAS WHEREAS WHEREAS WHEREAS WHEREAS NOW, THEREFORE ARTICLE I. DEFINITIONSlpitalized terms used, but not otherwise defined, herein shall have the meanings set forth] [Deutsche Bank Trustmpany Americas Depositary under the Depositreement referred to below 60 Wall Street New York, NY 10005 Ladies and Gentlemen: Deutsche Bank Trustmpany Americas November 7,2012 Very truly yours, 2 OPINION a12-70_ex5.htm 3 EX-5]

By | 2016-02-06T01:47:33+00:00 November 7th, 2012|Categories: Chinese Stocks, SEC Original, YY|Tags: , , , , , |0 Comments
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