DEPOSIT AGREEMENT by and among JD. COM, INC. as Issuer, DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ISSUED HEREUNDER Dated as of [ ],...Deposit Agreement • May 19th, 2014 • JD.com, Inc. • Retail-retail stores, nec • New York
DEPOSIT AGREEMENT, dated as of [ ], 2014, by and among (i) JD.com, Inc., a company incorporated in the Cayman Islands, with its principal executive office at 10th Floor, Building A, North Star Century Center, No. 8 Beichen West Street, Chaoyang District, Beijing 100101, People’s Republic of China and its successors (the “Company”), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank A.G., acting in its capacity as depositary, with its principal office at 60 Wall Street, New York, NY 10005, United States of America and any successor depositary hereunder (the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American Depositary Receipts issued hereunder (all such capitalized terms as hereinafter defined).
JD.COM, INC. (an exempted company incorporated in the Cayman Islands) 93,685,620 American Depositary Receipts Representing 187,371,240 Class A Ordinary Shares (par value US$0.00002 per share) UNDERWRITING AGREEMENTUnderwriting Agreement • May 19th, 2014 • JD.com, Inc. • Retail-retail stores, nec • New York
