Form 8-A

0001193125-15-180577.txt : 20150511 0001193125-15-180577.hdr.sgml : 20150511 20150511064205 ACCESSION NUMBER: 0001193125-15-180577 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150511 DATE AS OF CHANGE: 20150511 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Baozun Inc. CENTRAL INDEX KEY: 0001625414 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-37385 FILM NUMBER: 15848814 BUSINESS ADDRESS: STREET 1: BUILDING NO. H, NO. 1188 WANRONG ROAD STREET 2: ZHABEI DISTRICT CITY: SHANGHAI STATE: F4 ZIP: 200436 BUSINESS PHONE: (86-21)6095 6000 MAIL ADDRESS: STREET 1: BUILDING NO. H, NO. 1188 WANRONG ROAD STREET 2: ZHABEI DISTRICT CITY: SHANGHAI STATE: F4 ZIP: 200436 FORMER COMPANY: FORMER CONFORMED NAME: Baozun Cayman Inc. DATE OF NAME CHANGE: 20141114 8-A12B 1 d922746d8a12b.htm FORM 8-A Form 8-A

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

Baozun Inc.

(Exact name of registrant as specified in its charter)


Cayman Islands		Not Applicable
(State of incorporation or organization)		(I.R.S. Employer Identification No.)

Building No. H, No. 1188 Wanrong Road

Zhabei District, Shanghai 200436

The People’s Republic of China

Tel: +86 21 6095-6000

(Address of principal executive offices, including Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act:


Title of each class to be so registered		Name of each exchange on which each class is to be registered
American depositary shares, each representing three Class A ordinary shares, par value US$0.0001 per share		The NASDAQ Stock Market LLC
Class A ordinary shares, par value US$0.0001 per share*		The NASDAQ Stock Market LLC*

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. x

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. ¨

Securities Act registration statement file number to which this form relates: 333-203477 (if applicable)

Securities to be registered pursuant to Section 12(g) of the Act: None.

Not for trading, but only in connection with the listing of the American depositary shares on The NASDAQ Stock Market LLC. The American depositary shares represent Class A ordinary shares and are being registered under the Securities Act of 1933, as amended, pursuant to a separate Registration Statement on Form F-6. Accordingly, the American depositary shares are exempt from the operation of Section 12(a) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 12a-8.

INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1.

Description of Registrant’s Securities to be Registered.

The description of the securities being registered is set forth under the heading “Description of Share Capital” and “Description of American Depositary Shares” contained in the prospectus forming a part of the Registrant’s registration statement on Form F-1 (File No. 333-203477) under the Securities Act of 1933, originally filed with the Securities and Exchange Commission on April 17, 2015, as amended from time to time (the “Registration Statement”), and is hereby incorporated by reference herein. In addition, all of the above-referenced descriptions included in any prospectus forming a part of the Registration Statement subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, shall be deemed to be incorporated by reference herein. Copies of such description will be filed with The NASDAQ Stock Market LLC.

Item 2.

Exhibits.

No exhibits are required to be filed as the securities being registered on this form (1) are being registered on an exchange on which no other securities of the Registrant are registered, and (2) are not being registered pursuant to Section 12(g) of the Exchange Act.

SIGNATURE

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, thereto duly authorized.


Baozun Inc.

By:		/s/ Vincent Wenbin Qiu
		Name: Vincent Wenbin Qiu
		Title: Director and Chief Executive Officer

Date: May 11, 2015