Supplemental Submission pursuant to Item 16I(a)
of Form 20-F
Baidu, Inc. (the “Company”) is submitting via EDGAR the following
information as required under Item 16I(a) of Form 20-F in relation to the Holding Foreign
Companies Accountable Act (“HFCAA”).
On April 21, 2022, the Company was conclusively identified by
the U.S. Securities and Exchange Commission (the “SEC”) as a
Commission-Identified Issuer pursuant to the HFCAA because it filed
an annual report on Form 20-F for the year ended
December 31, 2021 with the SEC on March 28, 2022 with an
audit report issued by Ernst & Young Hua Ming LLP, a
registered public accounting firm retained by the Company, for the
preparation of the audit report on the Company’s financial
statements included therein. Ernst & Young Hua Ming LLP is
a registered public accounting firm headquartered in mainland
China, a jurisdiction where the Public Company Accounting Oversight
Board (the “PCAOB”) determined that it had been unable to inspect
or investigate completely registered public accounting firms
headquartered there until December 2022 when the PCAOB vacated its
previous determination.
Baidu, Inc. is a company controlled by Mr. Robin Yanhong Li,
who holds 57.6% of the Company’s aggregate voting power as of
January 31, 2023. In response to Item 16I(a) of Form
20-F, based on the above
and the following information, the Company believes it is not owned
or controlled by a governmental entity in mainland China.
Based on an examination of the Company’s register of members and
public filings made by its shareholders, including the Schedule 13G
filed by BlackRock Inc. on February 1, 2023, to the Company’s
knowledge, no shareholder other than Handsome Reward Limited and
BlackRock Inc. owns more than 5% of the Company’s outstanding
shares. Handsome Reward Limited is a private company incorporated
in the British Virgin Islands wholly owned and controlled by
Mr. Robin Yanhong Li. Handsome Reward Limited beneficially
owns 16.1% of the Company’s total outstanding shares and holds
57.4% of the Company’s aggregate voting power as of Janaury 31,
2023. BlackRock Inc. is a Delaware corporation listed on the NYSE
and beneficially owns 150,331,434 Class A ordinary shares of
the Company as of December 31, 2022, based on the Schedule 13G
filed by BlackRock Inc. on February 1, 2023. Based on the
total outstanding shares of the Company as of Janaury 31, 2023 and
assuming BlackRock Inc.’s shareholding does not change since
December 31, 2022, BlackRock Inc. beneficially owns 5.4% of
the Company’s total outstanding shares and holds 1.7% of the
Company’s aggregate voting power as of January 31, 2023.
Please refer to “Item 6.E. Directors, Senior Management and
Employees—Share Ownership” of the Company’s annual report on Form
20-F for the year ended
December 31, 2022 filed with the SEC on March 22, 2023
for more details.
In addition, the Company is not aware of any governmental entity in
mainland China that is in possession of the power, direct or
indirect, to direct or cause the direction of the management and
policies of the Company, whether through the ownership of voting
securities, by contract, or otherwise.