XNET [Xunlei] DRS/A: FORM F-1 REGISTRATION STATEMENT XUNLEI LIMITED Not Applicable

[FORM F-1 REGISTRATION STATEMENT XUNLEI LIMITED Not Applicable Cayman Islands (State or other jurisdiction of 7370 (Primary Standard Industrial Not Applicable (I.R.S. Employer 4/F, Hans Innovation Mansion, North Ring Road (Name, address, including zip code, and telephone number, including area code, of agent for service) Copies to: Z. Julie Gao, Esq. James C. Lin, Esq. Approximate date of commencement of] [Series E Preferred Shares (subject to adjustment) March 5, 2014 XUNLEI LIMITED Initial Holder THIS CERTIFIES THAT, Xiaomi Ventures Limited (the “ Section 1. Definitions . As used herein, the following terms shall have the following meanings: (a) Affiliate “ (b) beneficial owner “ (c) Commission “ (d) Company “ (e) Change of Control “ (f) control controlled by under] [Series E Preferred Shares (subject to adjustment) March 5, 2014 XUNLEI LIMITED Initial Holder THIS CERTIFIES THAT, Skyline Global Company Holdings Limited (the “ Section 1. Definitions Affiliate (a) “ beneficial owner (b) “ Commission (c) “ Company (d) “ Change of Control (e) “ control controlled by under common control with (f) “ Current Holder (g) “ Date of] [SUPPLEMENTAL AGREEMENT Amendment THIS AMENDMENTS TO SHARE PURCHASE AGREEMENT (this “ 1. Company Xunlei Limited, an exempted company incorporated under the laws of the Cayman Islands (the “ 2. BVI Co. Xunlei Network Technologies Limited, a company organized under the laws of the British Virgin Islands (the “ 3. HK Co. Xunlei Network Technologies Limited, a company organized under the] [Execution Version SHARE PURCHASE AGREEMENT Among XUNLEI LIMITED KING VENTURE HOLDINGS LIMITED MORNINGSIDE CHINA TMT SPECIAL OPPORTUNITY FUND, L.P. MORNINGSIDE CHINA TMT FUND III CO-INVESTMENT, L.P. IDG TECHNOLOGY VENTURE INVESTMENT V, L.P. Dated as of April 3 , 201 4 SHARE PURCHASE AGREEMENT Agreement THIS SHARE PURCHASE AGREEMENT (this “ April 3 , 201 4 , is entered into by] [[Letter head of Leading Advice] LETTER AGREEMENT March 20 , 2014 To: Xunlei Limited 7/F, Building 11, Shenzhen Software Park II Shenzhen High-Tech Park, Shenzhen 518057 People’s Republic of China Re: 2013 Share Incentive Plan Dear Sirs, Reference is made to the 2013 Share Incentive Plan dated November 18 th , 2013 (the “Plan”) of Xunlei Limited, an exempted company] [Proprietary Technology License Contract Agreement This Proprietary Technology License Contract (this “ (1) Giganology (Shenzhen) Ltd. Licensor a wholly foreign owned enterprise established under laws of the PRC, with registered address located at Room 802, Building 11, Shenzhen Software Park, Central District of High-tech Park, Nanshan District, Shenzhen, Guangdong, PRC. (the “ (2) Shenzhen Xunlei Networking Technologies Co., Ltd. Licensee] [Intellectual Properties Purchase Option Agreement This Intellectual Properties Purchase Option Agreement (this “Agreement”) is entered into on March 1, 2012 in Shenzhen, by and between: Party A: Shenzhen Xunlei Networking Technologies Co., Ltd. Legal Address: 7th and 8th Floor, Building 11, Shenzhen Software Park, Ke Ji Zhong Er Road, Nanshan District, Shenzhen, Guangdong, PRC. Party B: Giganology (Shenzhen) Ltd. Legal]

By | 2016-03-25T11:40:51+00:00 April 23rd, 2014|Categories: Chinese Stocks, Webplus ver, XNET|Tags: , , , , , |0 Comments
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ZPIN [Zhaopin] DRS/A: (Original Filing)

[CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered (2) Proposed maximum offering Amount of registration fee (1) Ordinary Shares, par value US$0.01 per share US$ US$ (1) American depositary shares issuable upon deposit of the ordinary shares registered hereby have been registered under a separate registration statement on Form F-6 (Registration No. 333- ). Each] [Our ref SMC/653331-000001/23555895v2 Zhaopin Limited c/o Maples Corporate Services Limited PO Box 309, Ugland House Grand Cayman KY1-1104 Cayman Islands [*] 2014 Dear Sirs Zhaopin Limited Company Registration Statement Form F-1 Commission Act Shares Underwriting Agreement We have acted as Cayman Islands counsel to Zhaopin Limited (the “ 1 Documents Reviewed We have reviewed originals, copies, drafts or conformed copies] [[LETTERHEAD OF SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP] [DATE] Zhaopin Limited 6/F, Fosun International Centre 237 Chaoyang North Road Chaoyang District, Beijing 100020 People’s Republic of China Re: American Depositary Shares of Zhaopin Limited (the “Company”) Ladies and Gentlemen: In connection with rendering the opinion set forth below, we have examined and relied on originals or copies of the] [Commerce & Finance Law Offices 6F NCI Tower, A12 Jianguomenwai Avenue, Chaoyang District, Beijing, PRC; Postcode: 100022 Tel: (8610) 65693399 Fax: (8610) 65693838, 65693836, 65693837, 65693839 www.tongshang.com.cn E-mail Add : beijing@tongshang.com Website: — [ Zhaopin Limited 6/F, Fosun International Centre 237 Chaoyang North Road Chaoyang District, Beijing 100020 The People’s Republic of China Dear Sirs: PRC We are qualified lawyers] [Business Operations Agreement By and between Yuan LIU Guanzhu WANG Zhilian Wangpin (Beijing) Technology Co., Ltd And Beijing Zhilian Sanke Human Resources Service Co., Ltd July 7, 2011 Business Operations Agreement Agreement PRC This Business Operations Agreement (this “ Party A: Zhilian Wangpin (Beijing) Technology Co., Ltd Address: Room 1202-1203, Building B, No. 19 Zhongguancun Avenue, Haidian District, Beijing; Legal] [Beijing Wangpin Consulting Co., Ltd. Contract Chapter 1 General Provisions Chapter 2 Joint Venture Parties Article 1 Party A Legal address: Suite E 7F Building A, East Gate Plaza, 9 Dongzhong Street, Dongcheng District Party B Legal address: Chapter 3 Formation of Joint Venture Company Article 2 Article 3 The legal address of the JVC shall be: Suite B 5F] [April 4, 2014 Zhaopin Limited 6/F, Fosun International Centre 237 Chaoyang North Road Chaoyang District, Beijing 100020 The People’s Republic of China Re: Zhaopin Limited Ladies and Gentlemen, For and on behalf of Shanghai iResearch Co., Ltd., China Vice President April 4, 2014 [Corporate Seal Affixed] EX-23 7 filename7.htm] [Commerce & Finance Law Offices 6F NCI Tower, A12 Jianguomenwai Avenue, Chaoyang District, Beijing, PRC; Postcode: 100022 Tel:(8610) 65693399 Fax: (8610) 65693838, 65693836, 65693837 www.tongshang.com Website: — [ Zhaopin Limited 6/F, Fosun International Centre 237 Chaoyang North Road Chaoyang District, Beijing 100020 The People’s Republic of China Dear Sirs: PRC Company Offering ADSs Registration Statement — We have acted as]

By | 2016-03-16T17:02:35+00:00 April 4th, 2014|Categories: Chinese Stocks, SEC Original, ZPIN|Tags: , , , , , |0 Comments
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ZPIN [Zhaopin] DRS/A: CALCULATION OF REGISTRATION FEE Title of each class

[CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered (2) Proposed maximum offering Amount of registration fee (1) Ordinary Shares, par value US$0.01 per share US$ US$ (1) American depositary shares issuable upon deposit of the ordinary shares registered hereby have been registered under a separate registration statement on Form F-6 (Registration No. 333- ). Each] [Our ref SMC/653331-000001/23555895v2 Zhaopin Limited c/o Maples Corporate Services Limited PO Box 309, Ugland House Grand Cayman KY1-1104 Cayman Islands [*] 2014 Dear Sirs Zhaopin Limited Company Registration Statement Form F-1 Commission Act Shares Underwriting Agreement We have acted as Cayman Islands counsel to Zhaopin Limited (the “ 1 Documents Reviewed We have reviewed originals, copies, drafts or conformed copies] [[LETTERHEAD OF SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP] [DATE] Zhaopin Limited 6/F, Fosun International Centre 237 Chaoyang North Road Chaoyang District, Beijing 100020 People’s Republic of China Re: American Depositary Shares of Zhaopin Limited (the “Company”) Ladies and Gentlemen: In connection with rendering the opinion set forth below, we have examined and relied on originals or copies of the] [Commerce & Finance Law Offices 6F NCI Tower, A12 Jianguomenwai Avenue, Chaoyang District, Beijing, PRC; Postcode: 100022 Tel: (8610) 65693399 Fax: (8610) 65693838, 65693836, 65693837, 65693839 www.tongshang.com.cn E-mail Add : beijing@tongshang.com Website: — [ Zhaopin Limited 6/F, Fosun International Centre 237 Chaoyang North Road Chaoyang District, Beijing 100020 The People’s Republic of China Dear Sirs: PRC We are qualified lawyers] [Business Operations Agreement By and between Yuan LIU Guanzhu WANG Zhilian Wangpin (Beijing) Technology Co., Ltd And Beijing Zhilian Sanke Human Resources Service Co., Ltd July 7, 2011 Business Operations Agreement Agreement PRC This Business Operations Agreement (this “ Party A: Zhilian Wangpin (Beijing) Technology Co., Ltd Address: Room 1202-1203, Building B, No. 19 Zhongguancun Avenue, Haidian District, Beijing; Legal] [Beijing Wangpin Consulting Co., Ltd. Contract Chapter 1 General Provisions Chapter 2 Joint Venture Parties Article 1 Party A Legal address: Suite E 7F Building A, East Gate Plaza, 9 Dongzhong Street, Dongcheng District Party B Legal address: Chapter 3 Formation of Joint Venture Company Article 2 Article 3 The legal address of the JVC shall be: Suite B 5F] [April 4, 2014 Zhaopin Limited 6/F, Fosun International Centre 237 Chaoyang North Road Chaoyang District, Beijing 100020 The People’s Republic of China Re: Zhaopin Limited Ladies and Gentlemen, For and on behalf of Shanghai iResearch Co., Ltd., China Vice President April 4, 2014 [Corporate Seal Affixed] EX-23 7 filename7.htm] [Commerce & Finance Law Offices 6F NCI Tower, A12 Jianguomenwai Avenue, Chaoyang District, Beijing, PRC; Postcode: 100022 Tel:(8610) 65693399 Fax: (8610) 65693838, 65693836, 65693837 www.tongshang.com Website: — [ Zhaopin Limited 6/F, Fosun International Centre 237 Chaoyang North Road Chaoyang District, Beijing 100020 The People’s Republic of China Dear Sirs: PRC Company Offering ADSs Registration Statement — We have acted as]

By | 2016-03-16T17:03:42+00:00 April 4th, 2014|Categories: Chinese Stocks, Webplus ver, ZPIN|Tags: , , , , , |0 Comments
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CMCM [Cheetah Mobile] DRS/A: (Original Filing)

[CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Proposed maximum (2)(3) offering price Amount of registration fee (1) Class A ordinary shares, par value US$0.000025 per share US$ US$ (1) American depositary shares issuable upon the deposit of the ordinary shares registered hereby will be registered under a separate registration statement on Form F-6 (Registration] [Our ref SSY/688223-000001/6752781v3 Direct tel +852 3690 7498 Email sophie.yu@maplesandcalder.com Cheetah Mobile Inc. 12/F, Fosun International Center Tower No. 237 Chaoyang North Road Chaoyang District, Beijing 100022 People’s Republic of China [ ] 2014 Dear Sirs Cheetah Mobile Inc. Cheetah Mobile Inc. Company Registration Statement ADSs Shares We have acted as Cayman Islands legal advisers to 1 Documents Reviewed For] [KADDEN RPS LATE EAGHER LOM LLP S 300 SOUTH GRAND AVENUE LOS ANGELES, CALIFORNIA 90071-3144 TEL: (213) 687-5000 FAX: (213) 687-5600 www.skadden.com FIRM/AFFILIATE OFFICES BOSTON CHICAGO HOUSTON NEW YORK PALO ALTO SAN FRANCISCO WASHINGTON, D.C. WILMINGTON BEIJING BRUSSELS FRANKFURT HONG KONG LONDON MOSCOW MUNICH PARIS SÃO PAULO SHANGHAI SINGAPORE SYDNEY [ ]] [漢 坤 律 師 事 務 所 AN UN AW FFICES H Suite 906, Office Tower C1, Oriental Plaza, 1 East Chang An Avenue, Beijing 100738, P. R. China EL T : (86 10) 8525 5500 ; AX F : (86 10) 852 5 5511 / 8525 5522 , 2014 To: Cheetah Mobile Inc. 12/F, Fosun International Center Tower No.] [Exclusive Technology Development, Support and Consultancy Agreement Agreement The Exclusive Technology Development, Support and Consultancy Agreement (the “ Party A Registered Address: Room 150, Building 1, No.3 Xijing Road, Hi-Tech Park, Badachu, Shijingshan District, Beijing Legal Representative: Sheng FU Party B Registered Address: Room 1592A, Building 3, No.3 Xijing Road, Hi-Tech Park, Badachu, Shijingshan District, Beijing Legal Representative: Jun LEI] [Exclusive Technology Development, Support and Consultancy Agreement Agreement The Exclusive Technology Development, Support and Consultancy Agreement (the “ Party A Registered Address: East Area, Floor 2, No.33 Xiaoying West Road, Haidian District, Beijing Legal Representative: Jun LEI Party B Registered Address: Room A-0049, Floor 2, Building 3, No.30 Shixing Street, Shijingshan District, Beijing Legal Representative: Jun LEI Whereas, Party A] [Exclusive Technology Development, Support and Consultancy Agreement Agreement The Exclusive Technology Development, Support and Consultancy Agreement (the “ Party A Registered Address: East Area, Floor 2, No.33 Xiaoying West Road, Haidian District, Beijing Legal Representative: Jun LEI Party B Registered Address: 201/Floor 2, No.33 Xiaoying West Road, Haidian District, Beijing Legal Representative: Jun LEI Whereas, Party A is mainly engaged] [Exclusive Technology Development, Support and Consultancy Agreement Agreement The Exclusive Technology Development, Support and Consultancy Agreement (the “ Party A Registered Address: East Area, Floor 2, No.33 Xiaoying West Road, Haidian District, Beijing Legal Representative: Jun LEI Party B Registered Address: Room 01-B, Floor 6, No.30 Zhujiang East Road, Tianhe District, Guangzhou Legal Representative: Jun LEI Whereas, Party A is] [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 , 2014 To: Cheetah Mobile Inc. 12/F, Fosun International Center Tower No. 237 Chaoyang North Road Chaoyang District, Beijing 100022 People’s Republic of China Dear Sirs or Madams: PRC China We are qualified lawyers of]

By | 2016-03-30T07:55:10+00:00 March 26th, 2014|Categories: Chinese Stocks, CMCM, SEC Original|Tags: , , , , , |0 Comments
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CMCM [Cheetah Mobile] DRS/A: CALCULATION OF REGISTRATION FEE Title of each class

[CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Proposed maximum (2)(3) offering price Amount of registration fee (1) Class A ordinary shares, par value US$0.000025 per share US$ US$ (1) American depositary shares issuable upon the deposit of the ordinary shares registered hereby will be registered under a separate registration statement on Form F-6 (Registration] [Our ref SSY/688223-000001/6752781v3 Direct tel +852 3690 7498 Email sophie.yu@maplesandcalder.com Cheetah Mobile Inc. 12/F, Fosun International Center Tower No. 237 Chaoyang North Road Chaoyang District, Beijing 100022 People’s Republic of China [ ] 2014 Dear Sirs Cheetah Mobile Inc. Cheetah Mobile Inc. Company Registration Statement ADSs Shares We have acted as Cayman Islands legal advisers to 1 Documents Reviewed For] [KADDEN RPS LATE EAGHER LOM LLP S 300 SOUTH GRAND AVENUE LOS ANGELES, CALIFORNIA 90071-3144 TEL: (213) 687-5000 FAX: (213) 687-5600 www.skadden.com FIRM/AFFILIATE OFFICES BOSTON CHICAGO HOUSTON NEW YORK PALO ALTO SAN FRANCISCO WASHINGTON, D.C. WILMINGTON BEIJING BRUSSELS FRANKFURT HONG KONG LONDON MOSCOW MUNICH PARIS SÃO PAULO SHANGHAI SINGAPORE SYDNEY [ ]] [漢 坤 律 師 事 務 所 AN UN AW FFICES H Suite 906, Office Tower C1, Oriental Plaza, 1 East Chang An Avenue, Beijing 100738, P. R. China EL T : (86 10) 8525 5500 ; AX F : (86 10) 852 5 5511 / 8525 5522 , 2014 To: Cheetah Mobile Inc. 12/F, Fosun International Center Tower No.] [Exclusive Technology Development, Support and Consultancy Agreement Agreement The Exclusive Technology Development, Support and Consultancy Agreement (the “ Party A Registered Address: Room 150, Building 1, No.3 Xijing Road, Hi-Tech Park, Badachu, Shijingshan District, Beijing Legal Representative: Sheng FU Party B Registered Address: Room 1592A, Building 3, No.3 Xijing Road, Hi-Tech Park, Badachu, Shijingshan District, Beijing Legal Representative: Jun LEI] [Exclusive Technology Development, Support and Consultancy Agreement Agreement The Exclusive Technology Development, Support and Consultancy Agreement (the “ Party A Registered Address: East Area, Floor 2, No.33 Xiaoying West Road, Haidian District, Beijing Legal Representative: Jun LEI Party B Registered Address: Room A-0049, Floor 2, Building 3, No.30 Shixing Street, Shijingshan District, Beijing Legal Representative: Jun LEI Whereas, Party A] [Exclusive Technology Development, Support and Consultancy Agreement Agreement The Exclusive Technology Development, Support and Consultancy Agreement (the “ Party A Registered Address: East Area, Floor 2, No.33 Xiaoying West Road, Haidian District, Beijing Legal Representative: Jun LEI Party B Registered Address: 201/Floor 2, No.33 Xiaoying West Road, Haidian District, Beijing Legal Representative: Jun LEI Whereas, Party A is mainly engaged] [Exclusive Technology Development, Support and Consultancy Agreement Agreement The Exclusive Technology Development, Support and Consultancy Agreement (the “ Party A Registered Address: East Area, Floor 2, No.33 Xiaoying West Road, Haidian District, Beijing Legal Representative: Jun LEI Party B Registered Address: Room 01-B, Floor 6, No.30 Zhujiang East Road, Tianhe District, Guangzhou Legal Representative: Jun LEI Whereas, Party A is] [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 , 2014 To: Cheetah Mobile Inc. 12/F, Fosun International Center Tower No. 237 Chaoyang North Road Chaoyang District, Beijing 100022 People’s Republic of China Dear Sirs or Madams: PRC China We are qualified lawyers of]

By | 2016-03-30T07:56:15+00:00 March 26th, 2014|Categories: Chinese Stocks, CMCM, Webplus ver|Tags: , , , , , |0 Comments
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TOUR [Tuniu] DRS/A: (Original Filing)

[CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Proposed (1) offering price Amount of registration fee (2)(3) Class A ordinary shares, par value US$0.0001 per share US$ US$ (1) Estimated solely for the purpose of determining the amount of registration fee in accordance with Rule 457(o) under the Securities Act. (2) (3) PROSPECTUS (Subject to] [Direct: +852 2801 6066 Cell: +852 6621 8994 E-mail: rthorp@traversthorpalberga.com Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China [ ] 2014 Dear Sirs Tuniu Corporation Company Commission Act Registration Statement Selling Shareholders Shares We have acted as Cayman Islands legal advisers to Tuniu Corporation (the “ 1 Documents Reviewed For the] [KADDEN RPS LATE EAGHER LOM LLP S 300 SOUTH GRAND AVENUE LOS ANGELES, CALIFORNIA 90071-3144 TEL: (213) 687-5000 FAX: (213) 687-5600 www.skadden.com [ ] FIRM/AFFILIATE OFFICES BOSTON CHICAGO HOUSTON NEW YORK PALO ALTO SAN FRANCISCO WASHINGTON, D.C. WILMINGTON BEIJING BRUSSELS FRANKFURT HONG KONG LONDON MOSCOW MUNICH PARIS SÃO PAULO SHANGHAI SINGAPORE SYDNEY TOKYO TORONTO VIENNA Tuniu Corporation Tuniu Building, No.] [20/F, China Resources Building 8 Jianguomenbei Avenue Beijing 100005, PRC T: (86-10) 8519-1300 F: (86-10) 8519-1350 junhebj@junhe.com [ ], 2014 To: Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China Dear Sir or Madam, PRC We are lawyers qualified in the People’s Republic of China (the “ Company Registration Statement Offering ADSs] [Purchase Option Agreement (2014 Second Amendment) by and between Beijing Tuniu Technology Co., Ltd. as one party and Yu Dunde, Yan Haifeng, Wang Tong, Wang Jiping, Wen Xin, Tan Yongquan and Wang Haifeng collectively as the other party March 19, 2014 Purchase Option Agreement (2014 Second Amendment) Agreement This Purchase Option Agreement (this “ (1) Party A Beijing Tuniu Technology] [Supplemental Agreement to Equity Interest Pledge Agreement Supplemental Agreement th This Supplemental Agreement to Equity Interest Pledge Agreement (this “ (1) Pledgee Beijing Tuniu Technology Co., Ltd., with its registered address at ***, and legal representative being Yu Dunde (“ (2) Yu Dunde, with his domicile at ***, and ID number being ***; (3) Yan Haifeng, with his domicile at] [20/F, China Resources Building 8 Jianguomenbei Avenue Beijing 100005, PRC T: (86-10) 8519-1300 F: (86-10) 8519-1350 junhebj@junhe.com [ ], 2014 To: Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China Re: PRC Legal Opinion on Certain PRC Law Matters PRC We are lawyers qualified in the People’s Republic of China (the “]

By | 2016-03-18T07:58:53+00:00 March 24th, 2014|Categories: Chinese Stocks, SEC Original, TOUR|Tags: , , , , , |0 Comments
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TOUR [Tuniu] DRS/A: CALCULATION OF REGISTRATION FEE Title of each class

[CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Proposed (1) offering price Amount of registration fee (2)(3) Class A ordinary shares, par value US$0.0001 per share US$ US$ (1) Estimated solely for the purpose of determining the amount of registration fee in accordance with Rule 457(o) under the Securities Act. (2) (3) PROSPECTUS (Subject to] [Direct: +852 2801 6066 Cell: +852 6621 8994 E-mail: rthorp@traversthorpalberga.com Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China [ ] 2014 Dear Sirs Tuniu Corporation Company Commission Act Registration Statement Selling Shareholders Shares We have acted as Cayman Islands legal advisers to Tuniu Corporation (the “ 1 Documents Reviewed For the] [KADDEN RPS LATE EAGHER LOM LLP S 300 SOUTH GRAND AVENUE LOS ANGELES, CALIFORNIA 90071-3144 TEL: (213) 687-5000 FAX: (213) 687-5600 www.skadden.com [ ] FIRM/AFFILIATE OFFICES BOSTON CHICAGO HOUSTON NEW YORK PALO ALTO SAN FRANCISCO WASHINGTON, D.C. WILMINGTON BEIJING BRUSSELS FRANKFURT HONG KONG LONDON MOSCOW MUNICH PARIS SÃO PAULO SHANGHAI SINGAPORE SYDNEY TOKYO TORONTO VIENNA Tuniu Corporation Tuniu Building, No.] [20/F, China Resources Building 8 Jianguomenbei Avenue Beijing 100005, PRC T: (86-10) 8519-1300 F: (86-10) 8519-1350 junhebj@junhe.com [ ], 2014 To: Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China Dear Sir or Madam, PRC We are lawyers qualified in the People’s Republic of China (the “ Company Registration Statement Offering ADSs] [Purchase Option Agreement (2014 Second Amendment) by and between Beijing Tuniu Technology Co., Ltd. as one party and Yu Dunde, Yan Haifeng, Wang Tong, Wang Jiping, Wen Xin, Tan Yongquan and Wang Haifeng collectively as the other party March 19, 2014 Purchase Option Agreement (2014 Second Amendment) Agreement This Purchase Option Agreement (this “ (1) Party A Beijing Tuniu Technology] [Supplemental Agreement to Equity Interest Pledge Agreement Supplemental Agreement th This Supplemental Agreement to Equity Interest Pledge Agreement (this “ (1) Pledgee Beijing Tuniu Technology Co., Ltd., with its registered address at ***, and legal representative being Yu Dunde (“ (2) Yu Dunde, with his domicile at ***, and ID number being ***; (3) Yan Haifeng, with his domicile at] [20/F, China Resources Building 8 Jianguomenbei Avenue Beijing 100005, PRC T: (86-10) 8519-1300 F: (86-10) 8519-1350 junhebj@junhe.com [ ], 2014 To: Tuniu Corporation Tuniu Building, No. 699-32 Xuanwudadao, Xuanwu District Nanjing, Jiangsu Province 210042 People’s Republic of China Re: PRC Legal Opinion on Certain PRC Law Matters PRC We are lawyers qualified in the People’s Republic of China (the “]

By | 2016-03-18T07:59:46+00:00 March 24th, 2014|Categories: Chinese Stocks, TOUR, Webplus ver|Tags: , , , , , |0 Comments
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JMEI [Jumei International] DRS/A: (Original Filing)

[Subject to Completion Dated , 2014. American Depositary Shares Jumei International Holding Limited Representing Class A Ordinary Shares This is an initial public offering of American depositary shares, or ADSs, of Jumei International Holding Limited, or Jumei. Jumei is offering ADSs. [The selling shareholders identified in this prospectus are offering an aggregate additional ADSs.] Each ADS represents of our Class] [THE COMPANIES LAW (2010 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF JUMEI INTERNATIONAL HOLDING LIMITED (Adopted by Special Resolution on November 18, 2011) 1. The name of the Company is Jumei International Holding Limited. 2. th The Registered Office of the Company shall be at P.O. Box 613, 4 3. The] [JUMEI INTERNATIONAL HOLDING LIMITED SHAREHOLDERS AGREEMENT November 18, 2011 TABLE OF CONTENTS 1. DEFINITIONS 2 2. INFORMATION RIGHTS, INSPECTION RIGHTS AND BOARD REPRESENTATION 7 2.1 Information Rights and Inspection Rights 7 2.2 Board of Directors 9 3. REGISTRATION RIGHTS 10 3.1 Applicability of Rights 10 3.2 Definitions 10 3.3 Demand Registration 12 3.4 Piggyback Registrations 13] [THIS AMENDMENT TO SHAREHOLDERS AGREEMENT Amendment Company (1) Jumei International Holding Limited, an exempted company duly incorporated and validly existing under the Laws of the Cayman Islands with its registered address at P.O. Box 613, 4th Floor Harbour Centre, George Town, Grand Cayman KY1-1107, Cayman Islands (the “ Required Investors (2) K2 Partners L.P., Sequoia Capital China II L.P., Sequoia] [Our ref SSY/688757-000001/6901008v1 Direct tel +852 3690 7498 Email sophie.yu@maplesandcalder.com Jumei International Holding Limited 20th Floor, Tower B, Zhonghui Plaza 11 Dongzhimen South Road, Dongcheng District Beijing 100007 The People’s Republic of China [ ] 2014 Dear Sirs Jumei International Holding Limited Company Registration Statement Commission Offering ADSs Shares We have acted as Cayman Islands legal advisers to Jumei International] [SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 300 SOUTH GRAND AVENUE FIRM/AFFILIATE LOS ANGELES, CALIFORNIA 90071-3144 OFFICES ——— ——— TEL: (213) 687-5000 BOSTON FAX: (213) 687-5600 CHICAGO www.skadden.com HOUSTON NEW YORK PALO ALTO SAN FRANCISCO WASHINGTON, D.C. WILMINGTON ——— BEIJING BRUSSELS FRANKFURT [ ] HONG KONG LONDON MOSCOW MUNICH PARIS SÃO PAULO SHANGHAI SINGAPORE] [JUMEI INTERNATIONAL HOLDING LIMITED 2011 GLOBAL SHARE PLAN Purposes of the Plan 1. Definitions 2. Acquisition Date (a) “ Administrator (b) “ Applicable Law (c) “ Award (d) “ Award Agreement (e) “ Board (f) “ Change in Control (g) “ (i) any “person” (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becomes the] [List of Subsidiaries and Consolidated Affiliated Entities of Jumei International Holding Limited Place of Incorporation Subsidiaries Jumei Hongkong Limited Hong Kong Shanghai Paddy Commerce and Trade Co., Ltd. PRC Chengdu Jumei Youpin Science and Technology Co., Ltd. PRC Tianjin Cycil Information Technology Co., Ltd. PRC Tianjin Darren Trading Co., Ltd. PRC Beijing Silvia Technology Service Co., Ltd. PRC Consolidated Affiliated] [Jumei International Holding Limited March [__], 2014 Re: Legal Opinion on Certain PRC Law Matters Dear Sirs, PRC We are lawyers qualified in the People’s Republic of China (the “ Company Registration Statement SEC Offering ADSs We have acted as PRC legal counsel to Jumei International Holding Limited (the “ Appendix A VIE Agreements Documents In so acting, we have]

By | 2016-03-22T12:46:36+00:00 March 20th, 2014|Categories: Chinese Stocks, JMEI, SEC Original|Tags: , , , , , |0 Comments
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JMEI [Jumei International] DRS/A: Subject to Completion Dated , 2014. American Depositary

[Subject to Completion Dated , 2014. American Depositary Shares Jumei International Holding Limited Representing Class A Ordinary Shares This is an initial public offering of American depositary shares, or ADSs, of Jumei International Holding Limited, or Jumei. Jumei is offering ADSs. [The selling shareholders identified in this prospectus are offering an aggregate additional ADSs.] Each ADS represents of our Class] [THE COMPANIES LAW (2010 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF JUMEI INTERNATIONAL HOLDING LIMITED (Adopted by Special Resolution on November 18, 2011) 1. The name of the Company is Jumei International Holding Limited. 2. th The Registered Office of the Company shall be at P.O. Box 613, 4 3. The] [JUMEI INTERNATIONAL HOLDING LIMITED SHAREHOLDERS AGREEMENT November 18, 2011 TABLE OF CONTENTS 1. DEFINITIONS 2 2. INFORMATION RIGHTS, INSPECTION RIGHTS AND BOARD REPRESENTATION 7 2.1 Information Rights and Inspection Rights 7 2.2 Board of Directors 9 3. REGISTRATION RIGHTS 10 3.1 Applicability of Rights 10 3.2 Definitions 10 3.3 Demand Registration 12 3.4 Piggyback Registrations 13] [THIS AMENDMENT TO SHAREHOLDERS AGREEMENT Amendment Company (1) Jumei International Holding Limited, an exempted company duly incorporated and validly existing under the Laws of the Cayman Islands with its registered address at P.O. Box 613, 4th Floor Harbour Centre, George Town, Grand Cayman KY1-1107, Cayman Islands (the “ Required Investors (2) K2 Partners L.P., Sequoia Capital China II L.P., Sequoia] [Our ref SSY/688757-000001/6901008v1 Direct tel +852 3690 7498 Email sophie.yu@maplesandcalder.com Jumei International Holding Limited 20th Floor, Tower B, Zhonghui Plaza 11 Dongzhimen South Road, Dongcheng District Beijing 100007 The People’s Republic of China [ ] 2014 Dear Sirs Jumei International Holding Limited Company Registration Statement Commission Offering ADSs Shares We have acted as Cayman Islands legal advisers to Jumei International] [SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 300 SOUTH GRAND AVENUE FIRM/AFFILIATE LOS ANGELES, CALIFORNIA 90071-3144 OFFICES ——— ——— TEL: (213) 687-5000 BOSTON FAX: (213) 687-5600 CHICAGO www.skadden.com HOUSTON NEW YORK PALO ALTO SAN FRANCISCO WASHINGTON, D.C. WILMINGTON ——— BEIJING BRUSSELS FRANKFURT [ ] HONG KONG LONDON MOSCOW MUNICH PARIS SÃO PAULO SHANGHAI SINGAPORE] [JUMEI INTERNATIONAL HOLDING LIMITED 2011 GLOBAL SHARE PLAN Purposes of the Plan 1. Definitions 2. Acquisition Date (a) “ Administrator (b) “ Applicable Law (c) “ Award (d) “ Award Agreement (e) “ Board (f) “ Change in Control (g) “ (i) any “person” (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becomes the] [List of Subsidiaries and Consolidated Affiliated Entities of Jumei International Holding Limited Place of Incorporation Subsidiaries Jumei Hongkong Limited Hong Kong Shanghai Paddy Commerce and Trade Co., Ltd. PRC Chengdu Jumei Youpin Science and Technology Co., Ltd. PRC Tianjin Cycil Information Technology Co., Ltd. PRC Tianjin Darren Trading Co., Ltd. PRC Beijing Silvia Technology Service Co., Ltd. PRC Consolidated Affiliated] [Jumei International Holding Limited March [__], 2014 Re: Legal Opinion on Certain PRC Law Matters Dear Sirs, PRC We are lawyers qualified in the People’s Republic of China (the “ Company Registration Statement SEC Offering ADSs We have acted as PRC legal counsel to Jumei International Holding Limited (the “ Appendix A VIE Agreements Documents In so acting, we have]

By | 2016-03-22T12:47:57+00:00 March 20th, 2014|Categories: Chinese Stocks, JMEI, Webplus ver|Tags: , , , , , |0 Comments
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LEJU [Leju] DRS/A: (Original Filing)

[FORM F-1 REGISTRATION STATEMENT Leju Holdings Limited Cayman Islands 7380 Not Applicable 15/F Floor, Shoudong International Plaza, No. 5 Building, Guangqu Home (Name, address, including zip code, and telephone number, including area code, of agent for service) Copies to: Z. Julie Gao, Esq. Skadden, Arps, Slate, Meagher & Flom LLP c/o 42/F, Edinburgh Tower, The Landmark 15 Queen's Road Central] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use in this Registration Statement on Form F-1 of our report dated February 26, 2014 relating to the consolidated financial statements of Leju Holdings Limited and its subsidiaries, appearing in the Prospectus, which is part of the Registration Statement. We also consent to the reference to us under the] [Jones Lang LaSalle Corporate Appraisal and Advisory Limited 6/F Three Pacific Place 1 Queen’s Road East Hong Kong Tel: +852 2846 5000 Fax:+852 2169 6001 www.joneslanglasalle.com 26 February, 2014 Leju Holdings Limited 15/F Shoudong International Plaza, No. 5 Building, Guanqu Home Dongcheng District, Beijing 100022 People’s Republic of China Leju Holdings Limited Re: Ladies and Gentlemen, We hereby consent to]

By | 2016-03-14T19:25:54+00:00 February 26th, 2014|Categories: Chinese Stocks, LEJU, SEC Original|Tags: , , , , , |0 Comments
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