Letter of Intent Signed

Subject:

On behalf of the company's subsidiary, Foxteq Holdings Inc., to announce signing of agreement which is based on MOU signed on October 30, 2013.

Contents:

1.Date of occurrence of the event:2014/01/24

2.Counterparty to the contract or commitment:

NetDragon Websoft Inc. (Hong Kong Stock Exchange listing stock code : 777）, Vision Knight Capital (China) Fund I, L.P.

3.Starting and ending dates (or rescission date) of the contract or commitment:

2014/01/24

4.Major content (not applicable where rescinded):

4.1. The Company's subsidiary, Foxteq Holdings Inc., NetDragon Websoft Inc. and Vision Knight Capital (China) Fund I, L.P. have agreed to form a Join Venture in China, the percentages of investment are 45%, 49% and 6% respectively.

4.2. The initial amount of investment shall be USD8,000,000, which is funded by Foxteq Holdings Inc. with USD3,600,000, by NetDragon Websoft Inc. with USD3,920,000, and by Vision Knight Capital (China) Fund I, L.P. with USD480,000. The total amount of investment shall be USD20,000,000.

5.Effect on company finances and business (not applicable where rescinded):

No significant impact

6.Concrete purpose/objective (not applicable where rescinded):

Based on the potential fruitful synergy will be generated from the corporation among Parties, via the join venture in China, to explore and conduct business in the online education and related application market.

7.Any other matters that need to be specified:

The investment in China will need approval from Investment Commission, MOEA before execution.