UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Sky-mobi Limited
(Exact name of registrant as specified in its charter)
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Cayman Islands
(State of incorporation or organization)
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Not Applicable
(I.R.S. Employer Identification No.)
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10/F, Building B, United Mansion
No. 2, Zijinhua Road, Hangzhou
Zhejiang 310013
People’s Republic of China
(86-571) 8777-0978
(Address of principal executive offices, including Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
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Title of each class
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Name of each exchange on which each
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to be so registered
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class is to be registered
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American depositary shares, each representing eight
common shares of par value $0.00005 per share
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The NASDAQ Stock Market LLC
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Common shares of par value $0.00005 per share *
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The NASDAQ Stock Market LLC *
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*
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Application to be made for listing, not for trading, but only in connection with the
registration of the American Depositary Shares pursuant to requirements of the Securities and
Exchange Commission.
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If this form relates to the registration of a class of securities pursuant to Section 12(b) of
the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box.
þ
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the
Exchange Act and is effective pursuant to General Instruction A.(d), check the following box.
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Securities Act registration statement file number to which this form relates: 333-170707
Securities to be registered pursuant to Section 12(g) of the Act: None.
TABLE OF CONTENTS
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant’s Securities to be Registered.
The description of the securities to be registered hereunder are contained in the sections
entitled “Description of Share Capital,” “Description of American Depositary Shares,” and “Shares
Eligible for Future Sale” in the prospectus constituting part of the Registrant’s Registration
Statement on Form F-1 (File No. 333-170707), as amended, originally filed with the Securities and
Exchange Commission on November 19, 2010 under the Securities Act of 1933, as amended, and are
hereby incorporated by reference.
Item 2. Exhibits.
Under the instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be
filed, because no other securities of the Registrant are registered on The NASDAQ Global Market and
the securities registered hereby are not being registered pursuant to Section 12(g) of the Exchange
Act.
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the
Registrant has duly caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized.
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Sky-mobi Limited
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By:
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/s/ Michael Tao Song
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Name:
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Michael Tao Song
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Title:
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Chairman and Chief Executive Officer
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Date:
November 26, 2010