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1、424B41d633184d424b4.htm424(B)(4)TableofContentsFiledpursuanttoRule424(b)(4)RegistrationNo.33323042411,000,000 American Depositary SharesYunji Inc.Representing110,000,000ClassAOrdinarySharesYunjiInc.isoffering11,000,000Americandepositaryshares,orADSs.Thisiso
2、urinitialpublicofferingandnopublicmarketcurrentlyexistsforourADSsorClassAordinaryshares.EachADSrepresentstenofourClassAordinaryshares,parvalueUS$0.000005pershare.TheADSshavebeenapprovedforlistingontheNasdaqGlobalMarketunderthesymbol“YJ.”Upon the completion
3、of this offering, our outstanding share capital will consist of Class A ordinary shares and Class B ordinary shares, and we will be a “controlledcompany” as defined under the Nasdaq Listing Rules because Mr. Shanglue Xiao, the chairman of our board of dire
4、ctors and our chief executive officer, will beneficiallyown all of our issued and outstanding Class B ordinary shares and will be able to exercise 88.7% of our total voting power assuming the underwriters do not exercisetheir overallotment option, or 88.6%
5、 of our total voting power if the underwriters exercise their overallotment option in full. Holders of Class A ordinary shares andClass B ordinary shares have the same rights except for voting and conversion rights. Each Class A ordinary share is entitled
6、to one vote, and each Class B ordinary shareis entitled to ten votes and is convertible into one Class A ordinary share. Class A ordinary shares are not convertible into Class B ordinary shares under anycircumstances.Our existing shareholders, Crescent Poi
7、nt and Trustbridge Partners and/or their affiliates, have subscribed for, and have been allocated by the underwriters, an aggregateof 6,400,000 ADSs in this offering at the initial public offering price, representing approximately 58.2% of the ADSs being o
8、ffered in this offering, assuming theunderwriters do not exercise their overallotment option. The underwriters will receive the same underwriting discounts and commissions on any ADSs purchased bythese partie
