Page 9 of 17 SEC Filing
Item 1. Security and Issuer.
This statement on Schedule 13D (this Schedule 13D) relates to the common shares, par value $0.0001 per share, of NQ Mobile
Inc., a public company incorporated under the laws of the Cayman Islands with limited liability (the Issuer). The common shares are listed on the New York Stock Exchange under the symbol NQ. The principal executive
offices of the Issuer are located at NO. 4 Building, 11 Heping Li East Street, Dongcheng District, Beijing, 100013, the Peoples Republic of China.
Item 2. Identity and Background.
This
Schedule 13D is being jointly filed by RPL Holdings Limited (RPL Holdings), RPL Global Limited (RPL Global), The RPL Trust (RPL Trust), JTC Trustees (BVI) Limited (JTC), Ms.
Lingyun Guo, Mr. Vincent Wenyong Shi and Mr. Xu Zhou (together, the Reporting Persons) pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended. A copy of the agreement between the Reporting Persons
relating to the joint filing of this Schedule 13D is attached hereto as Exhibit A. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person assumes responsibility for the
accuracy or completeness of the information concerning the other Reporting Persons, except as otherwise provided in Rule 13d-1(k).
(a)-(c), (f) RPL Holdings is principally an investment holding vehicle. RPL Holdings is a company organized and existing under the laws of the
British Virgin Islands, and is wholly owned and controlled by RPL Global. The principal business address of RPL Holdings is Portcullis TrustNet Chambers, P.O. Box 3444, Road Town, Tortolia, British Virgin Islands. Ms. Lingyun Guo, Mr. Vincent
Wenyong Shi and Mr. Xu Zhou are the directors of RPL Holdings.
RPL Global is principally an investment holding vehicle. RPL Global is a
company organized and existing under the laws of the British Virgin Islands, and is wholly beneficially owned by RPL Trust. The principal business address of RPL Global is Ritter House, 5th Floor, P.O. Box 3200, Road Town, Tortola, VG1110, British
Virgin Islands.
RPL Trust is a trust organized and existing under the laws of the British Virgin Islands, for which JTC acts as the
trustee. Ms. Lingyun Guo, Mr. Vincent Wenyong Shi and Mr. Xu Zhou are beneficiaries of RPL Trust. The principal business address of each of RPL Trust and JTC is Ritter House, 5th Floor, P.O. Box 3200, Road Town, Tortola VG1110, British Virgin
Islands.
Ms. Lingyun Guo, Mr. Vincent Wenyong Shi and Mr. Xu Zhou are the directors of RPL Holdings and beneficiaries of RPL Trust. Mr.
Vincent Wenyong Shi is also the chairman and chief operating officer of the Issuer. The business address of each of Ms. Lingyun Guo, Mr. Vincent Wenyong Shi and Mr. Xu Zhou is NO. 4 Building, 11 Heping Li East Street, Dongcheng District, Beijing,
100013, the Peoples Republic of China.
The name, business address, present principal occupation or employment and citizenship of
each director and executive officer of each of RPL Holdings, RPL Global, RPL Trust and JTC are set forth on Schedule A attached hereto, which is hereby incorporated by reference.
(d), (e) During the past five years, none of the Reporting Persons nor, to the knowledge of each Reporting Person, (a) any partner, executive
officer or director of each Reporting Person, (b) any person controlling each Reporting Person or (c) any partner, executive officer or director of any person ultimately in control of each Reporting Person has been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors), has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
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