CCCR [China Commercial Credit] DRSLTR: 3. 4. In response to the Staff’s comment,
[3. 4. In response to the Staff’s comment, audited consolidated financial statements for fiscal year ended December 31, 2012 are included in the Amendment.]
CCCR [China Commercial Credit] DRS/A: (Original Filing)
[FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 China Commercial Credit, Inc. Delaware 6199 45-4077653 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) No. 1688, Yunli Road, Tongli Wujiang, Jiangsu Province People’s Republic of China (86-0512) 6396-0022 (Address, including zip code, and telephone number, including area code, National] [独家业务合作协议 Exclusive Business Cooperation Agreement “ ” 2012 9 26 “ ” 本独家业务合作协议（下称 This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on Sep 26, 2012 in Suzhou, the People’s Republic of China (“China” or the “PRC”). 甲方： 吴江鲈乡信息技术咨询有限公司 地址： 1688 吴江市云梨路 Party A: Co., Ltd. Wu Jiang Lu Xiang Information] [Form of Subscription Agreement NAME OF SUBSCRIBER: CHINA COMMERCIAL CREDIT, INC. SUBSCRIPTION AGREEMENT AND INVESTMENT REPRESENTATION SECTION 1 Subscription 1.1 Purchase of Common Stock 1.2 SECTION 2 Acceptance or Rejection 2.1 2.2 Closing: SECTION 3 3.1 -2- (i) Has been furnished with any and all documents which may have been made available upon request for a reasonable period of time] [ABC[2012]1009 中国农业银行股份有限公司 小额贷款公司融资合同 Agriculture bank of china Loan Agreement with Microcredit Company 编号 ： 32010120120022431 尊敬的客户：为了维护您的权益，请在签署本合同前，仔细阅读本合同各条款（特别是黑体字条款），关注您在合同中的权利、义务。如对本合同有任何疑问，请向资金融出方咨询。 目 录 Index 第一条 定义 DEFINITION - 2 - 第二条 甲方承诺 PARTY A COMMITMENT - 3 - 第三条 基本条款 BASIC TERMS - 4 - 3.1 币种、金额及期限 currency, amount and term - 4 - 3.2 融资用途 use of proceed - 4 - 3.3 利率、罚息、复利 interest] [INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM'S CONSENT . We consent to the inclusion in this amended draft Registration Statement on Form S-1 dated April 22, 2013 of China Commercial Credit, Inc. of our report dated April 22, 2013, with respect to our audits of China Commercial Credit, Inc. and its subsidiaries, specifically the consolidated balance sheets of China Commercial Credit Inc.] [www.dachenglaw.com 3 12/15 北京市东直门南大街 100007 层（ 12/F-15/F, Guohua Plaza, 3 Dongzhimennan Avenue, Beijing 100007, China Tel: 8610-58137799 To: China Commercial Credit, Inc. From: Dacheng Law Offices 【 】 PRC Opinion We are qualified lawyers of the People’s Republic of China (the “ CCC”, “Company”) WFOE” WLRM Common Stock Offering We have acted as the PRC legal counsel for China Commercial] [Guidance on Microcredit Companies Pilot Yin. Jian. Fa. [2008] No. 23 In order to fully and actually implement the perspective of scientific development, effectively allocate financial resources, guide the flow of funds to rural villages and underdeveloped areas, improve the financial services in rural areas, facilitate the development of the agricultural industry, the farmers and the rural economy and support] [Opinions on the Pilot Work for Developing Rural Microcredit Organizations issued by the General Office of the People’s Government of Jiangsu Province (Trial Implementation) (Su. Zheng. Ban. Fa . (2007) No. 142 November 24, 2007) People’s Government of various cities and counties, various committees, offices, departments and bureaus of the province, and various affiliated organizations of the province, In order] [Opinions on Promoting Fast and Well Development of Rural Microcredit Companies issued by of the General Office of the People’s Government of Jiangsu Province Su. Zheng. Ban. Fang. (2009) No. 132 People’s Government of various cities and counties, various committees, offices, departments and bureaus of the province, and various affiliated organizations of the province, In order to promote the standard,] [File of the General Office of the People’s Government of Jiangsu Province SZBF [2011] No. 8 Opinions on Deepening the Reform and Development of Villager-oriented Micro-credit Companies by the General Office of the People’s Government of Jiangsu Province To the municipal and county-level people’s governments, and various provincial commissions, offices, and bureaus, and various units directly under the province governance:]
CCCR [China Commercial Credit] DRS/A: FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT
[FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 China Commercial Credit, Inc. Delaware 6199 45-4077653 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) No. 1688, Yunli Road, Tongli Wujiang, Jiangsu Province People’s Republic of China (86-0512) 6396-0022 (Address, including zip code, and telephone number, including area code, National] [独家业务合作协议 Exclusive Business Cooperation Agreement “ ” 2012 9 26 “ ” 本独家业务合作协议（下称 This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on Sep 26, 2012 in Suzhou, the People’s Republic of China (“China” or the “PRC”). 甲方： 吴江鲈乡信息技术咨询有限公司 地址： 1688 吴江市云梨路 Party A: Co., Ltd. Wu Jiang Lu Xiang Information] [Form of Subscription Agreement NAME OF SUBSCRIBER: CHINA COMMERCIAL CREDIT, INC. SUBSCRIPTION AGREEMENT AND INVESTMENT REPRESENTATION SECTION 1 Subscription 1.1 Purchase of Common Stock 1.2 SECTION 2 Acceptance or Rejection 2.1 2.2 Closing: SECTION 3 3.1 -2- (i) Has been furnished with any and all documents which may have been made available upon request for a reasonable period of time] [ABC[2012]1009 中国农业银行股份有限公司 小额贷款公司融资合同 Agriculture bank of china Loan Agreement with Microcredit Company 编号 ： 32010120120022431 尊敬的客户：为了维护您的权益，请在签署本合同前，仔细阅读本合同各条款（特别是黑体字条款），关注您在合同中的权利、义务。如对本合同有任何疑问，请向资金融出方咨询。 目 录 Index 第一条 定义 DEFINITION - 2 - 第二条 甲方承诺 PARTY A COMMITMENT - 3 - 第三条 基本条款 BASIC TERMS - 4 - 3.1 币种、金额及期限 currency, amount and term - 4 - 3.2 融资用途 use of proceed - 4 - 3.3 利率、罚息、复利 interest] [INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM'S CONSENT . We consent to the inclusion in this amended draft Registration Statement on Form S-1 dated April 22, 2013 of China Commercial Credit, Inc. of our report dated April 22, 2013, with respect to our audits of China Commercial Credit, Inc. and its subsidiaries, specifically the consolidated balance sheets of China Commercial Credit Inc.] [www.dachenglaw.com 3 12/15 北京市东直门南大街 100007 层（ 12/F-15/F, Guohua Plaza, 3 Dongzhimennan Avenue, Beijing 100007, China Tel: 8610-58137799 To: China Commercial Credit, Inc. From: Dacheng Law Offices 【 】 PRC Opinion We are qualified lawyers of the People’s Republic of China (the “ CCC”, “Company”) WFOE” WLRM Common Stock Offering We have acted as the PRC legal counsel for China Commercial] [Guidance on Microcredit Companies Pilot Yin. Jian. Fa. [2008] No. 23 In order to fully and actually implement the perspective of scientific development, effectively allocate financial resources, guide the flow of funds to rural villages and underdeveloped areas, improve the financial services in rural areas, facilitate the development of the agricultural industry, the farmers and the rural economy and support] [Opinions on the Pilot Work for Developing Rural Microcredit Organizations issued by the General Office of the People’s Government of Jiangsu Province (Trial Implementation) (Su. Zheng. Ban. Fa . (2007) No. 142 November 24, 2007) People’s Government of various cities and counties, various committees, offices, departments and bureaus of the province, and various affiliated organizations of the province, In order] [Opinions on Promoting Fast and Well Development of Rural Microcredit Companies issued by of the General Office of the People’s Government of Jiangsu Province Su. Zheng. Ban. Fang. (2009) No. 132 People’s Government of various cities and counties, various committees, offices, departments and bureaus of the province, and various affiliated organizations of the province, In order to promote the standard,] [File of the General Office of the People’s Government of Jiangsu Province SZBF [2011] No. 8 Opinions on Deepening the Reform and Development of Villager-oriented Micro-credit Companies by the General Office of the People’s Government of Jiangsu Province To the municipal and county-level people’s governments, and various provincial commissions, offices, and bureaus, and various units directly under the province governance:]
CCCR [China Commercial Credit] DRS: (Original Filing)
[AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 China Commercial Credit, Inc. Delaware 6199 45-4077653 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) No. 1688, Yunli Road, Tongli Wujiang, Jiangsu Province People’s Republic of China (86-0512) 6396-0022 (Address, including zip code, and telephone number,] [SHARE EXCHANGE AGREEMENT THIS SHARE EXCHANGE AGREEMENT Agreement CCC Party Parties RECITALS WHEREAS CCC Shares BVI Shares NOW, THEREFORE SECTION I EXCHANGE OF SHARES AND DELIVERY Share Exchange 1.1 CCC Deliverables 1.2 Shareholder Deliverables 1.3 SECTION II Organization and Qualification 2.1 1 Authority 2.2 No Violation 2.3 Ownership of Shares 2.4 Litigation 2.5 No Brokers or Finders 2.6 SECTION III] [CERTIFICATE OF INCORPORATION OF CHINA COMMERCIAL CREDIT, INC. FIRST: The name of this Corporation is China Commercial Credit, Inc. SECOND: The address, including street, number, city and county, of the registered office of the Corporation in the State of Delaware is 160 Greentree Drive, Suite 101, Dover DE 19904, County of Kent; and the name of the registered agent of] [BY-LAWS OF CHINA COMMERCIAL CREDIT, INC. ARTICLE I Corporate Offices 1. Registered Office 2. Other Offices . "Board") ARTICLE II Stockholders' Meetings 1. Places of Meetings . 2. Annual Meetings 1 3. Special Meetings . 4. Meetings Without Notice . 5. Voting . " Certificate of Incorporation 6. Quorum . 7. List of Stockholders . 8. Consents in Lieu of] [独家业务合作协议 Exclusive Business Cooperation Agreement “ ” 2012 9 26 “ ” 本独家业务合作协议(下称 This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on Sep 26, 2012 in Suzhou, the People’s Republic of China (“China” or the “PRC”). 甲方: 吴江鲈乡信息技术咨询有限公司 地址: 吴江市云梨路1688号 Party A: Wu Jiang Lu Xiang Information Technology Consulting Co.,] [股权质押协议 Share Pledge Agreement 本股权质押协议 ( 下称“本协议” ) 由下列各方于 2012 年 9 月 26 日在中华人民 共和国(下称“中国”) 苏州签订: This Share Pledge Agreement (this “Agreement”) has been executed by and among the following parties on Sep. 26, 2012 in Suzhou, the People’s Republic of China (“China” or the “PRC”): 甲方: 吴江鲈乡信息技术咨询有限公司 “ ” , 1688 设立和存在的外商独资公司 Party A: Wu Jiang Lu Xiang] [独家购买权合同 Exclusive Option Agreement “ ” 2012 9 26 本独家购买权合同(下称 “ ” 民共和国(下称 This Exclusive Option Agreement (this "Agreement") is executed by and among the following Parties as of Sep.26, 2012 in Suzhou, the People’s Republic of China (“China” or the “PRC”): 甲方: 吴江鲈乡信息技术咨询有限公司 ,一家依照中国法律设立和存在的 外商独资公司,地址为 吴江市云梨路 1688 号 ; Party A: Wu Jiang Lu Xiang Information Technology Consulting Co.,] [授权委托书 Power of Attorney 吴江汇鑫织造有限公司 “ ” 7.850% “ ” 吴江鲈乡信息技术咨询有限公司 ( WFOE 本公司， Wu Jiang Hui Xin Weaving Co., Ltd. 7.850% Wu Jiang Lu Xiang Information Technology Consulting Co., Ltd. ("WFOE") WFOE 1 2 3 WFOE is hereby authorized to act on behalf of myself as my exclusive agent and attorney with respect to all matters concerning My Shareholding,] [按期申 Timely Reporting Agreement 报协议 ( “ 协议 ”) 2012 9 26 华 “ ” 苏 州 签订 本按期申 September 26 This Timely Reporting Agreement (this “Agreement”) has been executed by and among the following parties on 甲方： 中国商 业 信 贷 公司 （下称 ） ，一家依照美国法律 设 立和存在的公司地址 为 Party A: , . China Commercial Credit, Inc.(hereinafter “CCC”) 乙方： 吴江市] [INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM'S CONSENT We consent to the inclusion in this Registration Statement of China Commercial Credit, Inc. on Form S-1 Amendment #2 of our report dated June 27, 2012, with respect to our audits of China Commercial Credit, Inc. and its affiliates, specifically the balance sheets of Wujiang Luxiang Rural Microcredit Co., Ltd as of December 31,]
CCCR [China Commercial Credit] DRS: AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT
[AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 China Commercial Credit, Inc. Delaware 6199 45-4077653 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) No. 1688, Yunli Road, Tongli Wujiang, Jiangsu Province People’s Republic of China (86-0512) 6396-0022 (Address, including zip code, and telephone number,] [SHARE EXCHANGE AGREEMENT THIS SHARE EXCHANGE AGREEMENT Agreement CCC Party Parties RECITALS WHEREAS CCC Shares BVI Shares NOW, THEREFORE SECTION I EXCHANGE OF SHARES AND DELIVERY Share Exchange 1.1 CCC Deliverables 1.2 Shareholder Deliverables 1.3 SECTION II Organization and Qualification 2.1 1 Authority 2.2 No Violation 2.3 Ownership of Shares 2.4 Litigation 2.5 No Brokers or Finders 2.6 SECTION III] [CERTIFICATE OF INCORPORATION OF CHINA COMMERCIAL CREDIT, INC. FIRST: The name of this Corporation is China Commercial Credit, Inc. SECOND: The address, including street, number, city and county, of the registered office of the Corporation in the State of Delaware is 160 Greentree Drive, Suite 101, Dover DE 19904, County of Kent; and the name of the registered agent of] [BY-LAWS OF CHINA COMMERCIAL CREDIT, INC. ARTICLE I Corporate Offices 1. Registered Office 2. Other Offices . "Board") ARTICLE II Stockholders' Meetings 1. Places of Meetings . 2. Annual Meetings 1 3. Special Meetings . 4. Meetings Without Notice . 5. Voting . " Certificate of Incorporation 6. Quorum . 7. List of Stockholders . 8. Consents in Lieu of] [独家业务合作协议 Exclusive Business Cooperation Agreement “ ” 2012 9 26 “ ” 本独家业务合作协议(下称 This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on Sep 26, 2012 in Suzhou, the People’s Republic of China (“China” or the “PRC”). 甲方: 吴江鲈乡信息技术咨询有限公司 地址: 吴江市云梨路1688号 Party A: Wu Jiang Lu Xiang Information Technology Consulting Co.,] [股权质押协议 Share Pledge Agreement 本股权质押协议 ( 下称“本协议” ) 由下列各方于 2012 年 9 月 26 日在中华人民 共和国(下称“中国”) 苏州签订: This Share Pledge Agreement (this “Agreement”) has been executed by and among the following parties on Sep. 26, 2012 in Suzhou, the People’s Republic of China (“China” or the “PRC”): 甲方: 吴江鲈乡信息技术咨询有限公司 “ ” , 1688 设立和存在的外商独资公司 Party A: Wu Jiang Lu Xiang] [独家购买权合同 Exclusive Option Agreement “ ” 2012 9 26 本独家购买权合同(下称 “ ” 民共和国(下称 This Exclusive Option Agreement (this "Agreement") is executed by and among the following Parties as of Sep.26, 2012 in Suzhou, the People’s Republic of China (“China” or the “PRC”): 甲方: 吴江鲈乡信息技术咨询有限公司 ,一家依照中国法律设立和存在的 外商独资公司,地址为 吴江市云梨路 1688 号 ; Party A: Wu Jiang Lu Xiang Information Technology Consulting Co.,] [授权委托书 Power of Attorney 吴江汇鑫织造有限公司 “ ” 7.850% “ ” 吴江鲈乡信息技术咨询有限公司 ( WFOE 本公司， Wu Jiang Hui Xin Weaving Co., Ltd. 7.850% Wu Jiang Lu Xiang Information Technology Consulting Co., Ltd. ("WFOE") WFOE 1 2 3 WFOE is hereby authorized to act on behalf of myself as my exclusive agent and attorney with respect to all matters concerning My Shareholding,] [按期申 Timely Reporting Agreement 报协议 ( “ 协议 ”) 2012 9 26 华 “ ” 苏 州 签订 本按期申 September 26 This Timely Reporting Agreement (this “Agreement”) has been executed by and among the following parties on 甲方： 中国商 业 信 贷 公司 （下称 ） ，一家依照美国法律 设 立和存在的公司地址 为 Party A: , . China Commercial Credit, Inc.(hereinafter “CCC”) 乙方： 吴江市] [INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM'S CONSENT We consent to the inclusion in this Registration Statement of China Commercial Credit, Inc. on Form S-1 Amendment #2 of our report dated June 27, 2012, with respect to our audits of China Commercial Credit, Inc. and its affiliates, specifically the balance sheets of Wujiang Luxiang Rural Microcredit Co., Ltd as of December 31,]
