|
Cayman Islands
(State or other jurisdiction of incorporation or organization) |
| |
Not Applicable
(I.R.S. Employer Identification Number) |
|
|
Wei Feng
Chief Financial Officer Building 20, No. 56 AnTuo Road Anting Town, Jiading District, Shanghai 201804 People’s Republic of China +86 21 6908-2018 |
| |
Z. Julie Gao, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP c/o 42/F, Edinburgh Tower The Landmark 15 Queen’s Road Central Hong Kong +852 3740-4700 |
| |
Haiping Li, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP JingAn Kerry Centre, Tower II 46th Floor 1539 Nanjing West Road Shanghai, People’s Republic of China +86 21 6193-8200 |
|
| | ||||||||||||||||||||||||
Title of each class of securities to be registered(1)
|
| |
Amount to be
registered(2) |
| |
Proposed maximum
offering price per share(2) |
| |
Proposed maximum
aggregate offering price(2) |
| |
Amount of
registration fee(2) |
| ||||||||||||
Class A ordinary shares, par value $0.00025 per share(3)
|
| | | | — | | | | | | — | | | | | | — | | | | | | — | | |
| | | | | 1 | | | |
| | | | | 2 | | | |
| | | | | 3 | | | |
| | | | | 5 | | | |
| | | | | 6 | | | |
| | | | | 7 | | | |
| | | | | 17 | | | |
| | | | | 27 | | | |
| | | | | 29 | | | |
| | | | | 36 | | | |
| | | | | 37 | | | |
| | | | | 39 | | | |
| | | | | 40 | | | |
| | | | | 41 | | | |
| | | | | 42 | | |
Service
|
| |
Fees
|
|
•
To any person to which ADSs are issued or to any person to which a distribution is made in respect of ADS distributions pursuant to stock dividends or other free distributions of stock, bonus distributions, stock splits or other distributions (except where converted to cash)
|
| | Up to US$0.05 per ADS issued | |
•
Cancellation of ADSs, including the case of termination of the deposit agreement
|
| | Up to US$0.05 per ADS cancelled | |
•
Distribution of cash dividends
|
| | Up to US$0.05 per ADS held | |
•
Distribution of cash entitlements (other than cash dividends) and/or cash proceeds from the sale of rights, securities and other entitlements
|
| | Up to US$0.05 per ADS held | |
•
Distribution of ADSs pursuant to exercise of rights.
|
| | Up to US$0.05 per ADS held | |
•
Distribution of securities other than ADSs or rights to purchase additional ADSs
|
| | Up to US$0.05 per ADS held | |
•
Depositary services
|
| | Up to US$0.05 per ADS held on the applicable record date(s) established by the depositary bank | |
If we:
|
| |
Then:
|
|
Change the nominal or par value of our ordinary shares | | | The cash, shares or other securities received by the depositary will become deposited securities. | |
Reclassify, split up or consolidate any of the deposited securities | | | Each ADS will automatically represent its equal share of the new deposited securities. | |
If we:
|
| |
Then:
|
|
Distribute securities on the ordinary shares that are not distributed to you, or recapitalize, reorganize, merge, liquidate, sell all or substantially all of our assets, or take any similar action | | | The depositary may distribute some or all of the cash, shares or other securities it received. It may also deliver new ADSs or ask you to surrender your outstanding ADRs in exchange for new ADRs identifying the new deposited securities. | |
|
Signature
|
| |
Title(s)
|
|
|
/s/ Bin Li
Bin Li
|
| |
Chairman of the Board of Directors and Chief Executive Officer (Principal Executive Officer)
|
|
|
/s/ Wei Feng
Wei Feng
|
| |
Chief Financial Officer
(Principal Financial Officer) |
|
|
/s/ Lihong Qin
Lihong Qin
|
| |
Director and President
|
|
|
/s/ Hai Wu
Hai Wu
|
| |
Director
|
|
|
/s/ Denny Ting Bun Lee
Denny Ting Bun Lee
|
| |
Director
|
|
|
/s/ James Gordon Mitchell
James Gordon Mitchell
|
| |
Director
|
|