JFIN / Jiayin Group Inc. - Depositary Receipt (Common Stock) - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Jiayin Group Inc. - Depositary Receipt (Common Stock)
US ˙ NasdaqGM ˙ US47737C1045

Mga Batayang Estadistika
CIK 1743102
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Jiayin Group Inc. - Depositary Receipt (Common Stock)
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
August 20, 2025 EX-99

Jiayin Group Inc. Reports Second Quarter 2025 Unaudited Financial Results -- Second Quarter Total Loan Facilitation Volume Grew 54.6% to RMB37.1 billion -- -- Second Quarter Net Revenue Grew 27.8% to RMB1,886.2 million --

Exhibit 99.1 Jiayin Group Inc. Reports Second Quarter 2025 Unaudited Financial Results - Second Quarter Total Loan Facilitation Volume Grew 54.6% to RMB37.1 billion - - Second Quarter Net Revenue Grew 27.8% to RMB1,886.2 million - SHANGHAI, China, August 20, 2025 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced its

August 20, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-388

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of C

July 3, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 Commission File Number: 001-38806

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of Chi

July 3, 2025 EX-99.1

Jiayin Group Inc. Announces Record and Payment dates of Cash Dividends

Exhibit 99.1 Jiayin Group Inc. Announces Record and Payment dates of Cash Dividends SHANGHAI, China, July 3, 2025 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced the record date and payment date of cash dividends. As previously announced, the board of directors of the Company (the “Board”) approved the declaration

June 4, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-38806

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2025 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of Chi

June 4, 2025 EX-99

Jiayin Group Inc. Reports First Quarter 2025 Unaudited Financial Results -- First Quarter Total Loan Facilitation Volume Grew 58.2% to RMB35.6 billion, compared with the same period of 2024 -- -- First Quarter Net Revenue Grew 20.4% to RMB1,775.6 mil

Exhibit 99.1 Jiayin Group Inc. Reports First Quarter 2025 Unaudited Financial Results - First Quarter Total Loan Facilitation Volume Grew 58.2% to RMB35.6 billion, compared with the same period of 2024 - - First Quarter Net Revenue Grew 20.4% to RMB1,775.6 million, compared with the same period of 2024 - SHANGHAI, China, June 4, 2025 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”)

May 20, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission File Number: 001-38806

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of Chin

May 20, 2025 EX-99.1

Jiayin Group Inc. Announces Cash Dividends

Exhibit 99.1 Jiayin Group Inc. Announces Cash Dividends SHANGHAI, China, May 20, 2025 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced that its board of directors (the “Board”) approved the declaration and payment of cash dividends of US$0.20 per ordinary share, or US$0.80 per American depositary share. The Company

April 28, 2025 EX-12.1

Certification by Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dinggui Yan, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in

April 28, 2025 EX-15.4

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.4 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-279990 on Form F-3 and Registration Statement No. 333-233615 on Form S-8 of our reports dated April 28, 2025, relating to the financial statements of Jiayin Group Inc. and the effectiveness of Jiayin Group Inc.'s internal control over financial report

April 28, 2025 EX-13.1

Certification by Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dinggui Yan, Chief Executive Officer of the Company, certify, pursuant to

April 28, 2025 EX-11.2

JIAYIN GROUP INC. (THE “COMPANY”) Statement of PolicIES Governing Material, Non-Public Information and The Prevention of InsideR Trading Adopted by the Board of Directors of the Company on March 20, 2025

Exhibit 11.2 JIAYIN GROUP INC. (THE “COMPANY”) Statement of PolicIES Governing Material, Non-Public Information and The Prevention of InsideR Trading Adopted by the Board of Directors of the Company on March 20, 2025 This Statement of Policies Governing Material, Non-Public Information and the Prevention of Insider Trading (this “Statement”) of the Company consists of three sections: Section I pro

April 28, 2025 EX-15.1

Independent Registered Public Accounting Firm’s Consent

Exhibit 15.1 Independent Registered Public Accounting Firm’s Consent We consent to the incorporation by reference in the Registration Statement of Jiayin Group Inc. on Form F-3 (FILE NO. 333-279990) and Form S-8 (FILE NO. 333-233615) of our report dated April 28, 2023, with respect to our audit of the consolidated financial statements of Jiayin Group Inc. for the year ended December 31, 2022 appea

April 28, 2025 EX-13.2

Certification by Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibits 13.2 Certification by Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Chunlin Fan, Chief Financial Officer of the Company, certify, pursuant t

April 28, 2025 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

April 28, 2025 EX-15.3

Jiayin Group Inc.

Exhibit 15.3 April 28, 2025 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong, New Area, Shanghai 200122 People’s Republic of China Attention: The Board of Directors Dear Sirs or Madam, Re: Jiayin Group Inc. We, King & Wood Mallesons, consent to the reference to our firm under the captions of “Item 3. Key Information—Approvals Required from the PRC A

April 28, 2025 EX-FILING FEES

Calculation of Filing Fee Tables Form S-8 (Form Type) Jiayin Group Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Jiayin Group Inc.

April 28, 2025 EX-4.19

Property Transfer Agreement

Exhibit 4.19 *** Certain information in this document has been excluded pursuant to Item 601(b)(10) of Regulation S-K. Such excluded information is not material and is the type the registrant treats as private or confidential. Such omitted information is indicated by brackets (“[Redacted]”) in this exhibit. *** Property Transfer Agreement Party A: [Redacted] Address: [Redacted] Legal Representativ

April 28, 2025 EX-15.2

Our ref

Exhibit 15.2 Our ref SQG/745172-000001/31562556v2 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong New Area Shanghai 200122 People’s Republic of China 28 April 2025 Dear Sirs Jiayin Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Jiayin Group Inc., an exempted company incorporated in the Cayman Islands with limited

April 28, 2025 S-8

As Filed with the Securities and Exchange Commission on April 28, 2025

As Filed with the Securities and Exchange Commission on April 28, 2025 Registration No.

April 28, 2025 EX-12.2

Certification by Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Chunlin Fan, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in

March 27, 2025 EX-99

Jiayin Group Inc. Reports Fourth Quarter and Fiscal Year 2024 Unaudited Financial Results -- Full Year Revenue Grew 6.1% to RMB5,801.0 million --

Exhibit 99.1 Jiayin Group Inc. Reports Fourth Quarter and Fiscal Year 2024 Unaudited Financial Results - Full Year Revenue Grew 6.1% to RMB5,801.0 million - SHANGHAI, China, March 27, 2025 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended D

March 27, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-3880

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of Ch

December 20, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of

December 20, 2024 EX-99.1

Jiayin Group Inc. Announces Purchase of Commercial Property

Exhibit 99.1 Jiayin Group Inc. Announces Purchase of Commercial Property SHANGHAI, Dec. 20, 2024 (GLOBE NEWSWIRE) - Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced that it entered into a definitive agreement on December 17, 2024 to purchase certain commercial property located in Shanghai, China (the “Commercial Property”) of approx

November 20, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of

November 20, 2024 EX-99

Jiayin Group Inc. Reports Third Quarter 2024 Unaudited Financial Results

Exhibit 99.1 Jiayin Group Inc. Reports Third Quarter 2024 Unaudited Financial Results SHANGHAI, China, November 20, 2024 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced its unaudited financial results for the third quarter ended September 30, 2024. Third Quarter 2024 Operational and Financial Highlights: • Loan fa

September 5, 2024 CORRESP

[Signature page follows]

VIA EDGAR September 5, 2024 Ms. Madeleine Joy Mateo Ms. Tonya Aldave Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 U.S.A. Re: Jiayin Group Inc. Registration Statement on Form F-3 (File No. 333-279990) Dear Ms. Mateo and Ms. Aldave: In accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as ame

August 27, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-388

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of C

August 27, 2024 EX-99.1

Jiayin Group Inc. Reports Second Quarter 2024 Unaudited Financial Results -- Second Quarter Total Loan Facilitation Volume remained stable at RMB 24.0 billion -- -- Second Quarter Net Revenue Grew 15.5% to RMB1,476.3 million --

Exhibit 99.1 Jiayin Group Inc. Reports Second Quarter 2024 Unaudited Financial Results - Second Quarter Total Loan Facilitation Volume remained stable at RMB 24.0 billion - - Second Quarter Net Revenue Grew 15.5% to RMB1,476.3 million - SHANGHAI, China, August 27, 2024 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announc

August 20, 2024 F-3/A

As filed with the Securities and Exchange Commission on August 20, 2024

F-3/A 1 d829440df3a.htm AMENDMENT NO. 2 TO FORM F-3 Table of Contents As filed with the Securities and Exchange Commission on August 20, 2024 Registration No. 333-279990 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Jiayin Group Inc. (Exact name of registrant as specified in its charter) N

August 20, 2024 CORRESP

26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong Telephone: +852 3761 3300 Facsimile: +852 3761 3301 August 20, 2024 Ms. Madeleine Joy Mateo Confidential Ms. Tonya Aldave Division of Corporation Finance Office of Finance U.

26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong Telephone: +852 3761 3300 Facsimile: +852 3761 3301 www.

August 16, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-388

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of C

August 16, 2024 EX-99.1

Jiayin Group Inc. Announces Cash Dividends

Exhibit 99.1 Jiayin Group Inc. Announces Cash Dividends SHANGHAI, China, August 16, 2024 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced that its board of directors approved the payment of cash dividends of US$0.125 per ordinary share, or US$0.50 per American depositary share (“ADS”). The holders of the Company’s

July 24, 2024 CORRESP

26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong Telephone: +852 3761 3300 Facsimile: +852 3761 3301 July 24, 2024 Ms. Madeleine Joy Mateo Ms. Tonya Aldave Division of Corporation Finance Office of Finance U.S. Securities a

26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong Telephone: +852 3761 3300 Facsimile: +852 3761 3301 www.

July 24, 2024 F-3/A

As filed with the Securities and Exchange Commission on July 24, 2024

AMENDMENT NO. 1 TO FORM F-3 Table of Contents As filed with the Securities and Exchange Commission on July 24, 2024 Registration No. 333-279990 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Jiayin Group Inc. (Exact name of registrant as specified in its charter) Not Applicable (Translation

June 6, 2024 EX-99.1

Jiayin Group Inc. Reports First Quarter 2024 Unaudited Financial Results -- First Quarter Total Loan Facilitation Volume Grew 13.6% to RMB22.5 billion -- -- First Quarter Net Revenue Grew 31.5% to RMB1,475.3 million --

Exhibit 99.1 Jiayin Group Inc. Reports First Quarter 2024 Unaudited Financial Results - First Quarter Total Loan Facilitation Volume Grew 13.6% to RMB22.5 billion - - First Quarter Net Revenue Grew 31.5% to RMB1,475.3 million - SHANGHAI, China, June 6, 2024 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced its unaud

June 6, 2024 EX-FILING FEES

Calculation of Filing Fee Table Form F-3 (Form Type) Jiayin Group Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee  Calculation  Rule Amount  Reg

Exhibit 107 Calculation of Filing Fee Table Form F-3 (Form Type) Jiayin Group Inc.

June 6, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number: 001-38806

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of Chi

June 6, 2024 F-3

As filed with the Securities and Exchange Commission on June 6, 2024

Table of Contents As filed with the Securities and Exchange Commission on June 6, 2024 Registration No.

June 3, 2024 EX-99.(D)

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, Suite 2405 New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 May 31, 2024

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, Suite 2405 New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 May 31, 2024 JPMorgan Chase Bank, N.

June 3, 2024 F-6/A

As filed with the U.S. Securities and Exchange Commission on June 3, 2024

As filed with the U.S. Securities and Exchange Commission on June 3, 2024 Registration No. 333-279644 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PRE-EFFECTIVE AMENDMENT TO FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 For Depositary Shares Evidenced by American Depositary Receipts Jiayin Group Inc. (Exact name of issuer of deposited securities as spe

June 3, 2024 EX-99.(A)

TABLE OF CONTENTS

J.P.Morgan J.P.Morgan TABLE OF CONTENTS Page PARTIES 1 RECITALS 1 Section 1. Certain Definitions (a) ADR Register 1 (b) ADRs; Direct Registration ADRs 1 (c) ADS 2 (d) Beneficial Owner 2 (e) Commission 2 (f) Custodian 2 (g) Deliver, execute, issue et al. 2 (h) Delivery Order 2 (i) Deposited Securities 2 (j) Direct Registration System 3 (k) Holder 3 (l) Removal Notice Date 3 (m) Resignation Notice D

May 23, 2024 F-6

As filed with the U.S. Securities and Exchange Commission on May 23, 2024

As filed with the U.S. Securities and Exchange Commission on May 23, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 For Depositary Shares Evidenced by American Depositary Receipts Jiayin Group Inc. (Exact name of issuer of deposited securities as specified in its charter) n/a (Trans

May 23, 2024 EX-99.(D)

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, Suite 2405 New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 May 23, 2024

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, Suite 2405 New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 May 23, 2024 JPMorgan Chase Bank, N.

May 23, 2024 EX-99.(A)

TABLE OF CONTENTS

\ J.P.Morgan J.P.Morgan TABLE OF CONTENTS Page PARTIES 1 RECITALS 1 Section 1. Certain Definitions (a) ADR Register 1 (b) ADRs; Direct Registration ADRs 1 (c) ADS 2 (d) Beneficial Owner 2 (e) Commission 2 (f) Custodian 2 (g) Deliver, execute, issue et al. 2 (h) Delivery Order 2 (i) Deposited Securities 2 (j) Direct Registration System 3 (k) Holder 3 (l) Removal Notice Date 3 (m) Resignation Notice

April 29, 2024 EX-13.1

Certification by Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dinggui Yan, Chief Executive Officer of the Company, certify, pursuant to

April 29, 2024 EX-12.2

Certification by Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Chunlin Fan, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in

April 29, 2024 EX-15.2

Our ref

Exhibit 15.2 Our ref VSL/745172-000001/29176410v1 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong New Area Shanghai 200122 People’s Republic of China 29 April 2024 Dear Sirs Jiayin Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Jiayin Group Inc., an exempted company incorporated in the Cayman Islands with limited

April 29, 2024 EX-12.1

Certification by Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dinggui Yan, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in

April 29, 2024 EX-97.1

CLAWBACK POLICY Jiayin Group Inc.

Exhibit 97.1 CLAWBACK POLICY Jiayin Group Inc. PURPOSE Jiayin Group Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Company’s Board of Directors (the “Board”) has therefore adopted this po

April 29, 2024 EX-15.1

Independent Registered Public Accounting Firm’s Consent

Exhibit 15.1 Independent Registered Public Accounting Firm’s Consent We consent to the incorporation by reference in the Registration Statement of Jiayin Group Inc. on Form S-8 [FILE NO. 333-233615] and Form F-3 [FILE NO. 333-255898] of our report dated April 28, 2023, with respect to our audits of the consolidated financial statements of Jiayin Group Inc. as of December 31, 2022 and for the years

April 29, 2024 EX-15.4

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 15.4 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-255898 on Form F-3 and Registration Statement No. 333-233615 on Form S-8 of our report dated April 29, 2024, relating to the financial statements of Jiayin Group Inc. appearing in this Annual Report on Form 20-F for the year ended December 31, 2023. D

April 29, 2024 EX-15.3

Jiayin Group Inc.

Exhibit 15.3 April 29, 2024 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong, New Area, Shanghai 200122 People’s Republic of China Attention: The Board of Directors Dear Sirs or Madam, Re: Jiayin Group Inc. We, King & Wood Mallesons, consent to the reference to our firm under the captions of “Item 3. Key Information—Approvals Required from the PRC A

April 29, 2024 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

April 29, 2024 EX-4.18

Share Acquisition Framework Agreement

Page of NUMPAGES \* MERGEFORMAT 71 Share Acquisition Framework Agreement Strictly confidential Exhibit 4.

April 29, 2024 EX-13.2

Certification by Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibits 13.2 Certification by Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Chunlin Fan, Chief Financial Officer of the Company, certify, pursuant t

March 28, 2024 EX-99.1

Jiayin Group Inc. Reports Fourth Quarter and Fiscal Year 2023 Unaudited Financial Results -- Full Year Revenue Grew 67.1% to RMB5,467 million -- -- Full Year Net Income Grew 9.9% to RMB1,298 million --

Exhibit 99.1 Jiayin Group Inc. Reports Fourth Quarter and Fiscal Year 2023 Unaudited Financial Results - Full Year Revenue Grew 67.1% to RMB5,467 million - - Full Year Net Income Grew 9.9% to RMB1,298 million - SHANGHAI, China, March 28, 2024 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced its unaudited financial

March 28, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-3880

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of Ch

January 30, 2024 EX-99.1

Joint Filing Agreement

EX-99.1 2 d608322dex991.htm EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments the

January 30, 2024 SC 13G/A

JFIN / Jiayin Group Inc. - Depositary Receipt (Common Stock) / Sunshinewoods Holdings Ltd - SCHEDULE 13G AMENDMENT NO. 4 Passive Investment

SC 13G/A 1 d608322dsc13ga.htm SCHEDULE 13G AMENDMENT NO. 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Jiayin Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000000005 per share (Title of Class of Securities) 47737C104 (CUSIP Number) December 31, 2023 (Date of Event Which Requi

January 30, 2024 SC 13G/A

JFIN / Jiayin Group Inc. - Depositary Receipt (Common Stock) / New Dream Capital Holdings Ltd - SCHEDULE 13G AMENDMENT NO. 4 Passive Investment

SC 13G/A 1 d611452dsc13ga.htm SCHEDULE 13G AMENDMENT NO. 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Jiayin Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000000005 per share (Title of Class of Securities) 47737C104 (CUSIP Number) December 31, 2023 (Date of Event Which Requi

January 30, 2024 EX-99.1

Joint Filing Agreement

EX-99.1 2 d611452dex991.htm EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments the

January 8, 2024 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of

January 8, 2024 EX-99.1

Jiayin Group Inc. Announces Cash Dividend

Exhibit 99.1 Jiayin Group Inc. Announces Cash Dividend SHANGHAI, China, January 8, 2024 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced that its board of directors approved the payment of a cash dividend of US$0.10 per ordinary share, or US$0.40 per American depositary share (“ADS”). The holders of the Company’s o

December 20, 2023 EX-99.1

Jiayin Group Inc. Announces Change of Auditor

Exhibit 99.1 Jiayin Group Inc. Announces Change of Auditor SHANGHAI, China, December 20, 2023 (GLOBE NEWSWIRE) - Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced the appointment of Deloitte Touche Tohmatsu Certified Public Accountants LLP (“Deloitte”) as the Company’s independent registered public accounting firm. On December 18, 20

December 20, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of

December 20, 2023 EX-99.2

NEW YORK OFFICE • 7 Penn Plaza • Suite 830 • New York, New York • 10001 Phone 646.442.4845 • Fax 646.349.5200 • www.marcumasia.com

Exhibit 99.2 December 20, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Jiayin Group Inc. under its Form 6-K dated December 20, 2023. We agree with the statements concerning our Firm in such Form 6-K; we are not in a position to agree or disagree with other statements of Jiayin Group Inc. contained therein. Very t

November 22, 2023 EX-99.1

Jiayin Group Inc. Reports Third Quarter 2023 Unaudited Financial Results -- Third Quarter Total Loan Origination Volume Grew 62.4% to RMB24.2 billion -- -- Third Quarter Net Revenue Grew 64.0% to RMB 1,466.3 million -- -- Third Quarter Net Income Gre

Exhibit 99.1 Jiayin Group Inc. Reports Third Quarter 2023 Unaudited Financial Results - Third Quarter Total Loan Origination Volume Grew 62.4% to RMB24.2 billion - - Third Quarter Net Revenue Grew 64.0% to RMB 1,466.3 million - - Third Quarter Net Income Grew 30.6% to RMB 323.9 million - SHANGHAI, China, November 22, 2023 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFI

November 22, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of

August 21, 2023 EX-99.1

Jiayin Group Inc. Reports Second Quarter 2023 Unaudited Financial Results -- Second Quarter Total Loan Origination Volume Grew 77.8% to RMB24.0 billion -- -- Second Quarter Net Revenue Grew 57.4% to RMB 1,277.8 million -- -- Second Quarter Net Income

Exhibit 99.1 Jiayin Group Inc. Reports Second Quarter 2023 Unaudited Financial Results - Second Quarter Total Loan Origination Volume Grew 77.8% to RMB24.0 billion - - Second Quarter Net Revenue Grew 57.4% to RMB 1,277.8 million - - Second Quarter Net Income Grew 28.6% to RMB 326.3 million - SHANGHAI, China, August 21, 2023 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: J

August 21, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-388

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of C

July 10, 2023 EX-99.1

Jiayin Group Inc. Announces Cash Dividend

Exhibit 99.1 Jiayin Group Inc. Announces Cash Dividend SHANGHAI, China, July 10, 2023 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced that its board of directors approved the payment of a cash dividend of US$0.10 per ordinary share, or US$0.40 per American depositary share (“ADS”). The holders of the Company’s ord

July 10, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission File Number: 001-38806

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of Chi

June 8, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38806

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of Chi

June 8, 2023 EX-99.1

Jiayin Group Inc. Reports First Quarter 2023 Unaudited Financial Results -- First Quarter Total Loan Origination Volume Grew 142.9% to RMB19.8 billion -- -- First Quarter Net Revenue Grew 119.5% to RMB1,122.2 million -- -- First Quarter Net Income Gr

Exhibit 99.1 Jiayin Group Inc. Reports First Quarter 2023 Unaudited Financial Results - First Quarter Total Loan Origination Volume Grew 142.9% to RMB19.8 billion - - First Quarter Net Revenue Grew 119.5% to RMB1,122.2 million - - First Quarter Net Income Grew 93.4% to RMB279.7 million - SHANGHAI, China, June 8, 2023 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a

April 28, 2023 EX-15

Jiayin Group Inc.

EX-15 9 jfin-ex153.htm EX-15.3 Exhibit 15.3 April 28, 2023 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong, New Area, Shanghai 200122 People’s Republic of China Attention: The Board of Directors Dear Sirs or Madam, Re: Jiayin Group Inc. We, King & Wood Mallesons, consent to the reference to our firm under the captions of “Item 3. Key Information—Ap

April 28, 2023 EX-12

Certification by Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Chunlin Fan, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in

April 28, 2023 EX-13

Certification by Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dinggui Yan, Chief Executive Officer of the Company, certify, pursuant to

April 28, 2023 EX-13

Certification by Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibits 13.2 Certification by Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Chunlin Fan, Chief Financial Officer of the Company, certify, pursuant t

April 28, 2023 EX-15

Our ref

Exhibit 15.2 Our ref DOCPROPERTY DocXDocID VSL/745172-000001/26027043v1 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong New Area Shanghai 200122 People’s Republic of China 28 April 2023 Dear Sirs Jiayin Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Jiayin Group Inc., an exempted company incorporated in the Cayma

April 28, 2023 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

April 28, 2023 EX-15

Independent Registered Public Accounting Firm’s Consent

Exhibit 15.1 Independent Registered Public Accounting Firm’s Consent We consent to the incorporation by reference in the Registration Statement of Jiayin Group Inc. on Form S-8 [FILE NO. 333-233615] and Form F-3 [FILE NO. 333-255898] of our report dated April 28, 2023 with respect to our audits of the consolidated financial statements and related consolidated financial statement schedule of Jiayin

April 28, 2023 EX-12

Certification by Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dinggui Yan, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in

April 6, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-3880

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Repub

April 6, 2023 EX-99.1

Jiayin Group Inc. Announces Sales of Equity Interest in Fuzhou Zhuoqun Jieneng Information Technology Co., Ltd. and Fujian Jiaxi Financial Guarantee Co., Ltd.

EX-99.1 Exhibit 99.1 Jiayin Group Inc. Announces Sales of Equity Interest in Fuzhou Zhuoqun Jieneng Information Technology Co., Ltd. and Fujian Jiaxi Financial Guarantee Co., Ltd. SHANGHAI, China, April 6, 2023 (GLOBE NEWSWIRE) — Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced that the Company has determined to sell its 100% equity

March 29, 2023 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number: 001-3880

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of Ch

March 29, 2023 EX-99

Jiayin Group Inc. Reports Fourth Quarter and Fiscal Year 2022 Unaudited Financial Results -- Fourth Quarter Total Loan Origination Volume Grew 249.2% to RMB18.9 billion -- -- Fourth Quarter Net Income Grew 335.7% to RMB533.7 million -- -- Full Year R

Exhibit 99.1 Jiayin Group Inc. Reports Fourth Quarter and Fiscal Year 2022 Unaudited Financial Results - Fourth Quarter Total Loan Origination Volume Grew 249.2% to RMB18.9 billion - - Fourth Quarter Net Income Grew 335.7% to RMB533.7 million - - Full Year Revenue Grew 83.7% to RMB3,271.4 million - - Full Year Net Income Grew 152.3% to RMB1,180.2 million - SHANGHAI, China, March 29, 2023 (GLOBE NE

February 10, 2023 SC 13G/A

JFIN / Jiayin Group Inc. / Sunshinewoods Holdings Ltd - AMENDMENT NO. 3 TO SCHEDULE 13G Passive Investment

Amendment No. 3 to Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Jiayin Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000000005 per share (Title of Class of Securities) 47737C104 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statemen

February 10, 2023 EX-99.1

Joint Filing Agreement

EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Cl

February 10, 2023 EX-99.1

Joint Filing Agreement

EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Cl

February 10, 2023 SC 13G/A

JFIN / Jiayin Group Inc. / New Dream Capital Holdings Ltd - SCHEDULE 13G AMENDMENT NO. 3 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Jiayin Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000000005 per share (Title of Class of Securities) 47737C104 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

January 13, 2023 CORRESP

* * *

CORRESP 1 filename1.htm January 13, 2023 VIA CORRESPONDENCE Michelle Miller Mark Brunhofer Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Jiayin Group Inc. Form 20-F for the Fiscal Year Ended December 31, 2020 Filed April 30, 2021 Form 20-F for the Fiscal Year Ended December 31, 2021 Filed April 29, 2022 File No. 0

November 23, 2022 EX-99.1

Jiayin Group Inc. Reports Third Quarter 2022 Unaudited Financial Results -- Third Quarter Total Loan Origination Volume Grew 123.5% to RMB14.9 Billion -- -- Third Quarter Net Income Grew 98.8% to RMB248.1 Million --

Exhibit 99.1 Jiayin Group Inc. Reports Third Quarter 2022 Unaudited Financial Results - Third Quarter Total Loan Origination Volume Grew 123.5% to RMB14.9 Billion - - Third Quarter Net Income Grew 98.8% to RMB248.1 Million - SHANGHAI, November 23, 2022 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced its unaudited

November 23, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of

November 18, 2022 CORRESP

* * *

CORRESP 1 filename1.htm November 18, 2022 VIA CORRESPONDENCE Michelle Miller Mark Brunhofer Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Jiayin Group Inc. Form 20-F for the Fiscal Year Ended December 31, 2020 Filed April 30, 2021 Form 20-F for the Fiscal Year Ended December 31, 2021 Filed April 29, 2022 File No.

August 18, 2022 EX-99.1

Jiayin Group Inc. Reports Second Quarter 2022 Unaudited Financial Results -- Second Quarter Total Loan Origination Volume Grew138.4% to RMB13.5 Billion -- -- Second Quarter Net Income Grew 100.2% to RMB253.8 Million --

Exhibit 99.1 Jiayin Group Inc. Reports Second Quarter 2022 Unaudited Financial Results - Second Quarter Total Loan Origination Volume Grew138.4% to RMB13.5 Billion - - Second Quarter Net Income Grew 100.2% to RMB253.8 Million - SHANGHAI, August 18, 2022 (GLOBE NEWSWIRE) -Jiayin Group Inc. (?Jiayin? or the ?Company?) (NASDAQ: JFIN), a leading fintech platform in China, today announced its unaudited

August 18, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-388

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of C

June 16, 2022 EX-99.1

Jiayin Group Inc. Announces Share Repurchase Plan by the Company

Exhibit 99.1 Jiayin Group Inc. Announces Share Repurchase Plan by the Company SHANGHAI, June 16, 2022 (GLOBE NEWSWIRE) ? Jiayin Group Inc. (?Jiayin? or the ?Company?) (NASDAQ: JFIN), a leading fintech platform in China, today announced that its board of directors has authorized a share repurchase plan under which the Company may repurchase its ordinary shares with an aggregate value of US$10 milli

June 16, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-38806

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of Chi

June 8, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-38806

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of Chi

June 8, 2022 EX-1

Press Release: Jiayin Group Inc. Reports First Quarter 2022 Unaudited Financial Results

EX-1 2 jfin-ex1193.htm EX-1 Exhibit 99.1 Jiayin Group Inc. Reports First Quarter 2022 Unaudited Financial Results - First Quarter Total Loan Origination Volume Grew 95.4% to RMB8,153 Million - - First Quarter Net Income Grew 54.3% to RMB144.6 Million - SHANGHAI, June 8, 2022 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today a

May 9, 2022 EX-99.1

Jiayin Group Inc. Announces Changes in Management

Exhibit 99.1 Exhibit 99.1 Jiayin Group Inc. Announces Changes in Management SHANGHAI, May 9, 2022 (GLOBE NEWSWIRE) ? Jiayin Group Inc. (?Jiayin? or the ?Company?) (NASDAQ: JFIN), a leading fintech platform in China, today announced Mr. Chunlin Fan has rejoined the Company as Chief Financial Officer, effective from May 5, 2022. Ms. Bei Bai and Ms. Jin Chen, who have served as the Co-Chief Financial

May 9, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-38806

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of Chin

May 3, 2022 CORRESP

Consolidated VIE and its subsidiaries

CORRESP 1 filename1.htm May 3, 2022 VIA CORRESPONDENCE Michelle Miller Mark Brunhofer Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Jiayin Group Inc. Form 20-F for the Fiscal Year Ended December 31, 2020 Filed April 30, 2021 File No. 001-38806 Dear Ms. Miller and Mr. Brunhofer: This letter sets forth the response

April 29, 2022 EX-15.4

Consent of Deloitte Touche Tohmatsu Certified Public Accountants LLP

Exhibit 15.4 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-233615 on Form S-8 and Registration Statement No. 333-255898 on Form F-3 of our report dated April 30, 2020, relating to the consolidated financial statements of Jiayin Group Inc. for the year ended December 31, 2019, appearing in this Annual Report o

April 29, 2022 EX-12.2

Certification by Co-Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by Co-Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Bei Bai, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in

April 29, 2022 EX-15.2

Consent of Maples and Calder (Hong Kong) LLP

Exhibit 15.2 Our refVSL/745172-000001/23262408v2 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong New Area Shanghai 200122 People?s Republic of China April 29, 2022 Dear Sirs Jiayin Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Jiayin Group Inc., an exempted company incorporated in the Cayman Islands with limited

April 29, 2022 EX-2.4

Description of Securities

Exhibit 2.4 Description of Rights of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (the ?Exchange Act?) American Depositary Shares (?ADSs?) each representing four Class A ordinary share of Jiayin Group Inc., (?we,? ?our,? ?our company,? or ?us?) are listed and traded on the Nasdaq Stock Market LLC and, in connection with this listing (but not for trading), the Class

April 29, 2022 EX-13.1

Certification by Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by Cheif Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dinggui Yan, Chief Executive Officer of the Company, certify, pursuant to

April 29, 2022 EX-12.1

Certification by Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dinggui Yan, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in

April 29, 2022 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021. OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

April 29, 2022 EX-13.3

Certification by Co-Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.3 Certification by Co-Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the ?Company?) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Jin Chen, Co-Chief Financial Officer of the Company, certify, pursuant

April 29, 2022 EX-15.3

Consent of King & Wood Mallesons

Exhibit 15.3 April 29, 2022 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong, New Area, Shanghai 200122 People?s Republic of China Attention: The Board of Directors Dear Sirs or Madam, Re: Jiayin Group Inc. We, King & Wood Mallesons, consent to the reference to our firm under the captions of ?Item 3.D?Risk Factors?Risks Relating to Our Corporate Str

April 29, 2022 EX-15.1

Consent of Marcum Bernstein & Pinchuk LLP, Independent Registered Public Accounting Firm

Exhibit 15.1 Beijing Office Unit 2419-2422 Kerry Center South Tower 1 Guang Hua Road, Chaoyang District, Beijing, 100020 T 8610.8518.7992 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM?S CONSENT We consent to the incorporation by reference in the Registration Statement of Jiayin Group Inc. on Form S-8 [FILE NO. 333-233615] and Form F-3 [FILE NO. 333-255898] of our report dated April 29, 2022 with r

April 29, 2022 EX-15.5

Letter from Deloitte Touche Tohmatsu Certified Public Accountants LLP to the Securities and Exchange Commission, dated April 30, 2021

Exhibit 15.5 April 29, 2022 Securities and Exchange Commission 100F Street, N.E. Washington, D.C. 20549-7561 Dear Sirs/Madams, We have read Item 16F of Jiayin Group Inc.'s Form 20-F dated April 29, 2022 and have the following comments: 1. We agree with the statements made in paragraph 2 of Item 16F for which we have a basis on which to comment on, and we agree with, the disclosures. 2. We have no

April 29, 2022 EX-12.3

Certification by Co-Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.3 Certification by Co-Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jin Chen, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in

April 29, 2022 EX-13.2

Certification by Co-Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibits 13.2 Certification by Co-Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bei Bai, Co-Chief Financial Officer of the Company, certify, pursuant

March 31, 2022 EX-1

Press Release: Jiayin Group Inc. Reports Fourth Quarter 2021 Unaudited Financial Results

EX-1 2 jfin-ex1120.htm EX-1 Jiayin Group Inc. Reports Fourth Quarter and Fiscal Year 2021 Unaudited Financial Results - Fourth Quarter Total Loan Origination Volume Grew 75.3% to RMB5.4 billion - - Fourth Quarter Net Income Grew 51.0% to RMB122.5 million - - Full Year Revenue Grew 36.9% to RMB1.8 billion - -Full Year Net Income Grew 87.0% to RMB467.8 million - SHANGHAI, China, March 31, 2022 (GLOB

March 31, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number: 001-3880

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of Ch

January 28, 2022 SC 13G/A

JFIN / Jiayin Group Inc. / New Dream Capital Holdings Ltd - SCHEDULE 13G AMENDMENT NO. 2 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Jiayin Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000000005 per share (Title of Class of Securities) 47737C104 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

January 28, 2022 EX-99.1

Joint Filing Agreement

Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A or

January 28, 2022 SC 13G/A

JFIN / Jiayin Group Inc. / Sunshinewoods Holdings Ltd - AMENDMENT NO. 2 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Jiayin Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000000005 per share (Title of Class of Securities) 47737C104 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

January 28, 2022 EX-99.1

Joint Filing Agreement

Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A or

January 18, 2022 CORRESP

As of December 31, 2020 Parent Consolidated VIE and its subsidiaries Non-VIE subsidiaries Eliminating adjustments between (i) the Parent and its subsidiaries and (ii) the Consolidated VIE and its subsidiaries Consolidated total (RMB in thousands) Ass

CORRESP 1 filename1.htm January 18, 2022 VIA CORRESPONDENCE Michelle Miller Mark Brunhofer Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Jiayin Group Inc. Form 20-F for the Fiscal Year Ended December 31, 2020 Filed April 30, 2021 File No. 001-38806 Dear Ms. Miller and Mr. Brunhofer: This letter sets forth the resp

January 3, 2022 EX-99.1

Jiayin Group Inc. Announces Sales of Certain Equity Interest in Shanghai Bweenet Network Technology Co., Ltd.

Exhibit 99.1 Jiayin Group Inc. Announces Sales of Certain Equity Interest in Shanghai Bweenet Network Technology Co., Ltd. SHANGHAI, January 3, 2022 (GLOBE NEWSWIRE) ? Jiayin Group Inc. (?Jiayin? or the ?Company?) (NASDAQ: JFIN), a leading fintech platform in China, today announced that the Company has determined to sell 95% equity interest of Shanghai Bweenet Network Technology Co., Ltd. (?Shangh

January 3, 2022 EX-99.2

Share Acquisition Framework Shenzhen Rongxinbao Non-Financial Guarantee Co., Ltd. Shanghai Jiayin Finance Technology Co., Ltd. Shanghai Bweenet Network Technology Co., Ltd. December 2021 Share Acquisition Framework Agreement Page 1 of 48

Exhibit 99.2 Share Acquisition Framework Agreement Strictly Confidential Share Acquisition Framework Agreement Among Shenzhen Rongxinbao Non-Financial Guarantee Co., Ltd. and Shanghai Jiayin Finance Technology Co., Ltd. and Shanghai Bweenet Network Technology Co., Ltd. December 2021 Share Acquisition Framework Agreement Page 1 of 48 Share Acquisition Framework Agreement Strictly Confidential Table

January 3, 2022 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2022 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2022 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of

December 17, 2021 CORRESP

Roll-forward of “investments in subsidiaries and VIEs”

CORRESP 1 filename1.htm December 17, 2021 VIA CORRESPONDENCE Michelle Miller Mark Brunhofer Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Jiayin Group Inc. Form 20-F for the Fiscal Year Ended December 31, 2020 Filed April 30, 2021 File No. 001-38806 Dear Ms. Miller and Mr. Brunhofer: This letter sets forth the res

November 24, 2021 EX-99.1

Jiayin Group Inc. Reports Third Quarter 2021 Unaudited Financial Results -- Third Quarter Total Loan Origination Volume grew 100.2% to RMB6,668 million -- -- Third Quarter Net Income grew 41.2% to RMB124.8 million --

Exhibit 99.1 Jiayin Group Inc. Reports Third Quarter 2021 Unaudited Financial Results - Third Quarter Total Loan Origination Volume grew 100.2% to RMB6,668 million - - Third Quarter Net Income grew 41.2% to RMB124.8 million - SHANGHAI, November 24, 2021 (GLOBE NEWSWIRE) -Jiayin Group Inc. (?Jiayin? or the ?Company?) (NASDAQ: JFIN), a leading fintech platform in China, today announced its unaudited

November 24, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of

October 18, 2021 CORRESP

As of December 31, 2020 Parent Consolidated VIE and its subsidiaries Non-VIE subsidiaries Eliminating adjustments between (i) the Parent and its subsidiaries and (ii) the Consolidated VIE and its subsidiaries Consolidated total (RMB in thousands) Ass

CORRESP 1 filename1.htm October 18, 2021 VIA CORRESPONDENCE Michelle Miller Mark Brunhofer Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Jiayin Group Inc. Form 20-F for the Fiscal Year Ended December 31, 2020 Filed April 30, 2021 File No. 001-38806 Dear Ms. Miller and Mr. Brunhofer: This letter sets forth the resp

October 15, 2021 CORRESP

October 15, 2021

CORRESP 1 filename1.htm October 15, 2021 VIA CORRESPONDENCE Michelle Miller Mark Brunhofer Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Jiayin Group Inc. Form 20-F for the Fiscal Year Ended December 31, 2020 Filed April 30, 2021 File No. 001-38806 Dear Ms. Miller and Mr. Brunhofer: Jiayin Group Inc. (the “Company

August 25, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number: 001-388

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of C

August 25, 2021 EX-99.1

Jiayin Group Inc. Reports Second Quarter 2021 Unaudited Financial Results -- Second Quarter Total Loan Origination Volume grew 153.0% to RMB5,663 million -- -- Second Quarter Net Income grew 208.5% to RMB126.8 million --

Exhibit 99.1 Jiayin Group Inc. Reports Second Quarter 2021 Unaudited Financial Results - Second Quarter Total Loan Origination Volume grew 153.0% to RMB5,663 million - - Second Quarter Net Income grew 208.5% to RMB126.8 million - SHANGHAI, August 25, 2021 (GLOBE NEWSWIRE) -Jiayin Group Inc. (?Jiayin? or the ?Company?) (NASDAQ: JFIN), a leading fintech platform in China, today announced its unaudit

June 11, 2021 EX-99.1

JIAYIN GROUP INC. Class A Ordinary Shares ($0.000000005 par value per share) Sales Agreement

Exhibit 1.1 JIAYIN GROUP INC. $30,000,000 Class A Ordinary Shares ($0.000000005 par value per share) Sales Agreement June 10, 2021 Roth Capital Partners, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: Jiayin Group Inc., a Cayman Islands corporation (the ?Company?), confirms its agreement (this ?Agreement?) with Roth Capital Partners, LLC (the ?Agent?), as follo

June 11, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-38806

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People

June 10, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-38806

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of Chi

June 10, 2021 EX-99.1

Jiayin Group Inc. First Quarter 2021 Unaudited Financial Results

Exhibit 99.1 Unless otherwise indicated or unless the context otherwise requires, ?Company,? or ?Jiayin? refers to Jiayin Group Inc., a company incorporated under the law of Cayman Islands, its predecessor entities and its subsidiaries; ?$,? ?US$? and ?U.S. dollars? refer to the legal currency of the United States, and ?RMB? refer to the legal currency of China. Jiayin Group Inc. First Quarter 202

June 10, 2021 424B5

PROSPECTUS SUPPLEMENT (To Prospectus dated May 7, 2021) Up to $30,000,000 of Class A Ordinary Shares represented by American Depositary Shares Jiayin Group Inc.

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-255898 PROSPECTUS SUPPLEMENT (To Prospectus dated May 7, 2021) Up to $30,000,000 of Class A Ordinary Shares represented by American Depositary Shares Jiayin Group Inc. We have entered into a sales agreement with Roth Capital Partners, LLC, which we refer to as Roth, or the sales agent, relating to our Class A ordinary shares,

June 10, 2021 6-K

Form 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of Chi

June 10, 2021 EX-99.1

Jiayin Group Inc. Announces At-the-Market Offering of Class A Ordinary Shares Represented by American Depositary Shares

Exhibit 99.1 Jiayin Group Inc. Announces At-the-Market Offering of Class A Ordinary Shares Represented by American Depositary Shares SHANGHAI, June 11, 2021 (GLOBE NEWSWIRE) ?Jiayin Group Inc. (?Jiayin? or the ?Company?) (NASDAQ: JFIN), a leading fintech platform in China, announced today that it has filed a prospectus supplement with the U.S. Securities and Exchange Commission (?SEC?), under whic

June 7, 2021 EX-99.1

Jiayin Group Inc. Reports First Quarter 2021 Unaudited Financial Results -- First Quarter Total Loan Origination Volume grew 44.1% to RMB4,172 million— -- First Quarter Net Income grew 137.2% to RMB93.7 million--

Exhibit 99.1 Jiayin Group Inc. Reports First Quarter 2021 Unaudited Financial Results - First Quarter Total Loan Origination Volume grew 44.1% to RMB4,172 million? - First Quarter Net Income grew 137.2% to RMB93.7 million- SHANGHAI, June 7, 2021 (GLOBE NEWSWIRE) -Jiayin Group Inc. (?Jiayin? or the ?Company?) (NASDAQ: JFIN), a leading fintech platform in China, today announced its unaudited financi

June 7, 2021 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-38806

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of Chi

May 24, 2021 CORRESP

May 24, 2021

May 24, 2021 Via EDGAR Transmission United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

May 24, 2021 EX-4.5

Form of Indenture

Exhibit 4.5 Jiayin Group Inc. INDENTURE Dated as of [ ] [ ] TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 4 Section 1.3 Incorporation by Reference of Trust Indenture Act 5 Section 1.4 Rules of Construction 5 ARTICLE II THE SECURITIES 6 Section 2.1 Issuable in Series 6 Section 2.2 Establishment of Terms of Serie

May 24, 2021 F-3/A

As filed with the Securities and Exchange Commission on May 24, 2021

As filed with the Securities and Exchange Commission on May 24, 2021 Registration No.

May 7, 2021 EX-8.3

Opinion of King & Wood Mallesons regarding certain PRC tax matters

Exhibit 8.3 May 7, 2021 To: Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong, New Area, Shanghai 200122 People?s Republic of China Dear Sirs or Madam, We are qualified lawyers of the People?s Republic of China (the ?PRC?, for the purpose of this opinion, excluding the Hong Kong Special Administrative Region, Macao Special Administrative Region and t

May 7, 2021 EX-4.2

Deposit Agreement among the registrant and Citibank, N.A., as depositary, and the holders and beneficial owners of American Depositary Shares issued thereunder

Exhibit 4.2 Execution Version DEPOSIT AGREEMENT by and among JIAYIN GROUP INC. and CITIBANK, N.A., as Depositary, and THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of May 9, 2019 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.1 ?ADS Record Date? 1 Section 1.2 ?Affiliate? 1 Section 1.3 ?American Depositary Receipt(s)?, ?ADR(s)? and ?Receipt(s)? 1 Sec

May 7, 2021 F-3

- FORM F-3

Table of Contents As filed with the Securities and Exchange Commission on May 7, 2021 Registration No.

April 30, 2021 EX-12.3

Certification by Co-Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.3 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jin Chen, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements mad

April 30, 2021 EX-13.3

Certification by Co-Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.3 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the ?Company?) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Grant Pan, Chief Financial Officer of the Company, certify, pursu

April 30, 2021 EX-15.5

Letter from Deloitte Touche Tohmatsu Certified Public Accountants LLP to the Securities and Exchange Commission, dated April 30, 2021

Exhibit 15.5 April 30, 2021 Securities and Exchange Commission 100F Street, N.E. Washington, D.C. 20549-7561 Dear Sirs/Madams, We have read Item 16F of Jiayin Group Inc.'s Form 20-F dated April 30, 2021 and have the following comments: 1. We agree with the statements made in paragraph 2 of Item 16F for which we have a basis on which to comment on, and we agree with, the disclosures. 2. We have no

April 30, 2021 EX-15.4

Consent of Deloitte Touche Tohmatsu Certified Public Accountants LLP

Exhibit 15.4 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Shareholders of Jiayin Group Inc Opinion on the Financial Statements We have audited the accompanying consolidated balance sheet of Jiayin Group Inc.and its subsidiaries (the “Company”) as of December 31, 2019, the related consolidated statements of comprehensive income, changes in shareholders’ defi

April 30, 2021 EX-13.2

Certification by Co-Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibits 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the ?Company?) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Grant Pan, Chief Financial Officer of the Company, certify, purs

April 30, 2021 20-F

Form 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020. OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

April 30, 2021 EX-12.1

Certification by Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dinggui Yan, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements

April 30, 2021 EX-15.2

Consent of Maples and Calder (Hong Kong) LLP

Exhibit 15.2 Our refVSL/745172-000001/19756866v1 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong New Area Shanghai 200122 People’s Republic of China 30 April 2021 Dear Sirs Jiayin Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Jiayin Group Inc., an exempted company incorporated in the Cayman Islands with limited

April 30, 2021 EX-12.2

Certification by Co-Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Bei Bai, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made

April 30, 2021 EX-15.3

Consent of King & Wood Mallesons

Exhibit 15.3 April 30, 2021 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong, New Area, Shanghai 200122 People’s Republic of China Attention: The Board of Directors Dear Sirs or Madam, Re: Jiayin Group Inc. We, King & Wood Mallesons, consent to the reference to our firm under the captions of “Item 3.D — Risk Factors — Risks Relating to Our Business

April 30, 2021 EX-13.1

Certification by Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dinggui Yan, Chief Executive Officer of the Company, certify, pur

April 30, 2021 EX-15.1

Consent of Marcum Bernstein & Pinchuk LLP, Independent Registered Public Accounting Firm

Exhibit 15.1 Beijing Office Unit 2419-2422 Kerry Center South Tower 1 Guang Hua Road, Chaoyang District, Beijing, 100020 T 8610.8518.7992 Independent Registered Public Accounting Firm’s Consent We consent to the incorporation by reference in the Registration Statement of Jiayin Group Inc. on Form S-8 [FILE NO. 333-233615] of our report dated April 30, 2021, with respect to our audit of the consoli

April 9, 2021 EX-99.1

-- Fourth Quarter Total Loan Origination Volume grew YoY6.5% to RMB3,088 million— -- Fourth Quarter Net Income grew YoY258.8% to RMB81.1 million--

Exhibit 99.1 Jiayin Group Inc. Reports Fourth Quarter and Fiscal Year 20201 Unaudited Financial Results - Fourth Quarter Total Loan Origination Volume grew YoY6.5% to RMB3,088 million? - Fourth Quarter Net Income grew YoY258.8% to RMB81.1 million- SHANGHAI, April 9, 2021 (GLOBE NEWSWIRE) -Jiayin Group Inc. (?Jiayin? or the ?Company?) (NASDAQ: JFIN), a leading fintech platform in China, today annou

April 9, 2021 6-K

Current Report of Foreign Issuer - 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2021 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of Ch

April 5, 2021 EX-99..2

Framework Acquisition Agreement Shanghai Bweenet Network Technology Co., Ltd. By and Among Shanghai Jiayin Finance Technology Co., Ltd. Tang Chuanfa Liu Ning Wang Peiqiong Zhao Wu Cui Junying

Exhibit 99.2 Framework Acquisition Agreement Strictly Confidential Framework Acquisition Agreement On Shanghai Bweenet Network Technology Co., Ltd. By and Among Shanghai Jiayin Finance Technology Co., Ltd. Tang Chuanfa Liu Ning Wang Peiqiong Zhao Wu Cui Junying Framework Acquisition Agreement Strictly Confidential Table of Contents Article 1 Definitions 2 Article 2 Purpose and Legal Status of this

April 5, 2021 6-K

Current Report of Foreign Issuer - 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2021 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of Ch

April 5, 2021 EX-99.1

Jiayin Group Inc. Announces Acquisition of Certain Equity Interests in Shanghai Bweenet Network Technology Co., Ltd.

Exhibit 99.1 Jiayin Group Inc. Announces Acquisition of Certain Equity Interests in Shanghai Bweenet Network Technology Co., Ltd. SHANGHAI, April 5, 2021 (GLOBE NEWSWIRE) ? Jiayin Group Inc. (?Jiayin? or the ?Company?) (NASDAQ: JFIN), a leading fintech platform in China, today announced that the Company has determined to acquire 95% equity interests of Shanghai Bweenet Network Technology Co., Ltd.

March 8, 2021 EX-99.1

Jiayin Group Inc. Announces Change of Auditor

EX-99.1 2 jfin-ex9916.htm EX-99.1 Exhibit 99.1 Jiayin Group Inc. Announces Change of Auditor SHANGHAI, March 8, 2021 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced the appointment of Marcum Bernstein & Pinchuk LLP (“MBP”) as the Company’s independent registered public accounting firm. The audit committee and the

March 8, 2021 6-K

Current Report of Foreign Issuer - 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2021 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of Ch

February 9, 2021 EX-99.1

Jiayin Group Inc. Announces Changes in Management

EX-99.1 2 jfin-ex9916.htm EX-99.1 Exhibit 99.1 Jiayin Group Inc. Announces Changes in Management SHANGHAI, February 9, 2021 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced that Mr. Jiong Feng has resigned from his position as the Company’s Chief Technology Officer due to personal reasons, effective from February 8

February 9, 2021 6-K

Current Report of Foreign Issuer - 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2021 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of

January 29, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Jiayin Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000000005 per share (Title of

Amendment No. 1 to Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Jiayin Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000000005 per share (Title of Class of Securities) 47737C104 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statemen

January 29, 2021 EX-99.1

Joint Filing Agreement

EX-99.1 2 d102987dex991.htm EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments the

January 29, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Jiayin Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000000005 per share (Title of

SC 13G/A 1 d102987dsc13ga.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Jiayin Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000000005 per share (Title of Class of Securities) 47737C104 (CUSIP Number) December 31, 2020 (Date of Event Which Re

January 29, 2021 EX-99.1

Joint Filing Agreement

EX-99.1 2 d101657dex991.htm EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments the

January 8, 2021 EX-99.1

Jiayin Group Inc. Announces Changes in Management

EX-99.1 2 jfin-ex9916.htm EX-99.1 Exhibit 99.1 Jiayin Group Inc. Announces Changes in Management SHANGHAI, January 8, 2021 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced that Mr. Chunlin Fan tendered his resignation from the position as the Company’s Chief Financial Officer due to personal reasons, effective from

January 8, 2021 6-K

Current Report of Foreign Issuer - 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2021 Commission File Number: 001-38806 Jiayin Group Inc. 18th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of

November 30, 2020 6-K

Current Report of Foreign Issuer - 6-K

6-K 1 jfin-6k20201130.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2020 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shangh

November 30, 2020 EX-99.1

Jiayin Group Inc. Reports Third Quarter 2020 Unaudited Financial Results --Completed transformation to 100% institutional funding-- --Eliminated outstanding loan balance of legacy P2P lending business--

Exhibit 99.1 Jiayin Group Inc. Reports Third Quarter 2020 Unaudited Financial Results -Completed transformation to 100% institutional funding- -Eliminated outstanding loan balance of legacy P2P lending business- SHANGHAI, November 30, 2020 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced its unaudited financial res

September 29, 2020 6-K

Current Report of Foreign Issuer - 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2020 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic o

September 29, 2020 EX-99.1

Jiayin Group Inc. Announces Closing of the Acquisition of 35% Equity Interest in Keen Best Investments Limited

EX-99.1 2 jfin-ex9916.htm EX-99.1 Exhibit 99.1 Jiayin Group Inc. Announces Closing of the Acquisition of 35% Equity Interest in Keen Best Investments Limited SHANGHAI, September 30, 2020 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced that, further to the press release dated March 13, 2020, Geerong (HK) Limited (“

September 2, 2020 6-K

Current Report of Foreign Issuer - 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2020 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic o

September 2, 2020 EX-99.1

Jiayin Group Inc. Reports Second Quarter 2020 Unaudited Financial Results --Total Loan Origination Volume Facilitated by Institutional Investors Exceed 98% --

EX-99.1 2 jfin-ex9916.htm EX-99.1 Exhibit 99.1 Jiayin Group Inc. Reports Second Quarter 2020 Unaudited Financial Results -Total Loan Origination Volume Facilitated by Institutional Investors Exceed 98% - SHANGHAI, September 2, 2020 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced its unaudited financial results for

June 11, 2020 6-K

Current Report of Foreign Issuer - 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2020 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of Chi

June 11, 2020 EX-99.1

Jiayin Group Inc. Reports First Quarter 2020 Unaudited Financial Results

Exhibit 99.1 Jiayin Group Inc. Reports First Quarter 2020 Unaudited Financial Results SHANGHAI, June 11, 2020 (GLOBE NEWSWIRE) -Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading fintech platform in China, today announced its unaudited financial results for the first quarter ended March 31, 2020. First Quarter 2020 Operational and Financial Highlights : • Average investment am

April 30, 2020 EX-15.2

Consent of Maples and Calder (Hong Kong) LLP

EX-15.2 Exhibit 15.2 Our ref VSL/745172-000001/16516437v1 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong New Area Shanghai 200122 People’s Republic of China April 30, 2020 Dear Sirs Jiayin Group Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Jiayin Group Inc., an exempted company incorporated in the Cayman Islands wit

April 30, 2020 EX-15.1

Consent of Deloitte Touche Tohmatsu Certified Public Accountants LLP., Independent Registered Public Accounting Firm

EX-15.1 Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement No. 333-233615 on Form S-8 of our report dated April 30, 2020, relating to the financial statements of Jiayin Group Inc., appearing in this Annual Report on Form 20-F for the year ended December 31, 2019. /s/ Deloitte Touche Tohmatsu Certified Pub

April 30, 2020 EX-12.2

Certification by Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

EX-12.2 Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Chunlin Fan, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the sta

April 30, 2020 EX-13.1

Certification by Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

EX-13.1 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc.(the “Company”) on Form 20-F for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dinggui Yan, Chief Executive Officer of the Company, certi

April 30, 2020 EX-2.4

Description of Securities

EX-2.4 2 d871541dex24.htm EX-2.4 Exhibit 2.4 Description of Rights of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) American Depositary Shares (“ADSs”) each representing four Class A ordinary share of Jiayin Group Inc., (“we,” “our,” “our company,” or “us”) are listed and traded on the Nasdaq Stock Market LLC and, in connection with this listing

April 30, 2020 EX-13.2

Certification by Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

EX-13.2 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Jiayin Group Inc. (the “Company”) on Form 20-F for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Grant Pan, Chief Financial Officer of the Company, certif

April 30, 2020 20-F

- FORM 20-F

Form 20-F Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 30, 2020 EX-15.3

Consent of King & Wood Mallesons

EX-15.3 Exhibit 15.3 April 30, 2020 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza 428 South Yanggao Road, Pudong, New Area, Shanghai 200122 People’s Republic of China Attention: The Board of Directors Dear Sirs or Madam, Re: Jiayin Group Inc. We, King & Wood Mallesons, consent to the reference to our firm under the captions of “Item 3.D — Risk Factors — Risks Relating to Our B

April 30, 2020 EX-12.1

Certification by Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

EX-12.1 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dinggui Yan, certify that: 1. I have reviewed this annual report on Form 20-F of Jiayin Group Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the sta

April 1, 2020 6-K

JFIN / Jiayin Group Inc. 6-K - Current Report of Foreign Issuer - FORM 6-K

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2020 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Repub

April 1, 2020 EX-99.1

Jiayin Group Inc. Reports Fourth Quarter and Fiscal Year 2019 Unaudited Financial Results

EX-99.1 Exhibit 99.1 Jiayin Group Inc. Reports Fourth Quarter and Fiscal Year 2019 Unaudited Financial Results SHANGHAI, April 1, 2020 (GLOBE NEWSWIRE) —Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading online individual finance marketplace in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2019. Fourth Quarter

March 13, 2020 6-K

JFIN / Jiayin Group Inc. 6-K - Current Report of Foreign Issuer - FORM 6-K

Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2020 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Repub

March 13, 2020 EX-99.1

Jiayin Group Inc. Announces Acquisition of Certain Equity Interest in Keen Best Investments Limited

EX-99.1 Exhibit 99.1 Jiayin Group Inc. Announces Acquisition of Certain Equity Interest in Keen Best Investments Limited SHANGHAI, March 13, 2020 (GLOBE NEWSWIRE) — Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading online individual finance marketplace in China, today announced that Geerong (HK) Limited (“Geerong”, formerly known as Jiayin (HK) Limited), an indirect wholly-ow

February 13, 2020 SC 13G

JFIN / Jiayin Group Inc. / New Dream Capital Holdings Ltd - SCHEDULE 13G Passive Investment

SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Jiayin Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000000005 per share (Title of Class of Securities) 47737C104 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropr

February 13, 2020 EX-99.1

Joint Filing Agreement

EX-99.1 2 d885276dex991.htm EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments the

February 13, 2020 SC 13G

JFIN / Jiayin Group Inc. / Sunshinewoods Holdings Ltd - SCHEDULE 13G Passive Investment

SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Jiayin Group Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000000005 per share (Title of Class of Securities) 47737C104 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropr

February 13, 2020 EX-99.1

Joint Filing Agreement

EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Cl

November 26, 2019 6-K

JFIN / Jiayin Group Inc. 6-K - Current Report of Foreign Issuer - FORM 6-K

6-K 1 d839691d6k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2019 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shangh

November 26, 2019 EX-99.1

Jiayin Group Inc. Reports Third Quarter 2019 Unaudited Financial Results

EX-99.1 Exhibit 99.1 Jiayin Group Inc. Reports Third Quarter 2019 Unaudited Financial Results SHANGHAI, November 26, 2019 (GLOBE NEWSWIRE) —Jiayin Group Inc. (“Jiayin” or the “Company”) (NASDAQ: JFIN), a leading online individual finance marketplace in China, today announced its unaudited financial results for the quarter ended September 30, 2019. Highlights: • Loan origination volume1 was RMB4,72

October 24, 2019 6-K

JFIN / Jiayin Group Inc. 6-K - Current Report of Foreign Issuer - FORM 6-K

6-K 1 d822095d6k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2019 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shangha

October 24, 2019 EX-99.1

Jiayin Announces Transaction Price for Equity Transfer

EX-99.1 Exhibit 99.1 Jiayin Announces Transaction Price for Equity Transfer SHANGHAI, October 24, 2019 (GLOBE NEWSWIRE) — Jiayin Group Inc. (“Jiayin” or “the Company”) (NASDAQ: JFIN), a leading online individual finance marketplace in China, today announced that the transaction price has been determined for the previously announced transfer of all equity interests (the “Equity Transfer”) of Shangh

October 24, 2019 EX-99.2

Agreement

EX-99.2 Exhibit 99.2 Agreement Party A: Shenzhen Rongxinbao Non-financial Guarantee Co., Ltd. Legal Representative: Gaofeng Liu Address: Room 201, Building A, 1 Qianwan No. 1 Road, Shenzhen-Hong Kong Collaboration Area, Qianhai, Shenzhen Party B: Shanghai Niwodai Internet Finance Information Services Co., Ltd. Legal Representative: Dinggui Yan Address: Building No. 1, Youyou Century Plaza, 428 Sou

September 16, 2019 EX-99.2

Equity Transfer Agreement

EX-99.2 Exhibit 99.2 Equity Transfer Agreement Party A (Transferor): Shanghai Jiayin Finance Services Co., Ltd. Legal Representative: Dinggui Yan Address: Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai Party B (Transferee): Shenzhen Rongxinbao Non-financial Guarantee Co., Ltd. Legal Representative: Gaofeng Liu Address: Room 201, Building A, 1 Qianwan No. 1

September 16, 2019 6-K

JFIN / Jiayin Group Inc. 6-K - Current Report of Foreign Issuer - FORM 6-K

6-K 1 d803446d6k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2019 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shang

September 16, 2019 EX-99.3

Supplementary Agreement

EX-99.3 Exhibit 99.3 Supplementary Agreement Party A (“Platform”): Shanghai Niwodai Internet Finance Information Service Co., Ltd. Domicile: Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai Attention: Dinggui Yan Party B (“Service Provider”): Shanghai Caiyin Asset Management Co., Ltd. Domicile: Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pud

September 16, 2019 EX-99.1

Jiayin Group Announces Changes to Collaboration with Consolidated Affiliated Entity That Provides Investor Assurance Program

EX-99.1 Exhibit 99.1 Jiayin Group Announces Changes to Collaboration with Consolidated Affiliated Entity That Provides Investor Assurance Program SHANGHAI, September 16, 2019 (GLOBE NEWSWIRE) —Jiayin Group Inc. (“Jiayin” or “the Company”) (NASDAQ: JFIN), a leading online individual finance marketplace in China, today announced that Shanghai Niwodai Internet Finance Information Service Co., Ltd. (“

September 4, 2019 EX-10.1

2019 Share Incentive Plan (incorporated by reference to Exhibit 10.1 of our registration statement on Form S-8 (file no. 333-233615), as amended, initially filed with the Securities and Exchange Commission on September 4, 2019)

EX-10.1 Exhibit 10.1 JIAYIN GROUP INC. 2019 SHARE INCENTIVE PLAN ARTICLE 1 PURPOSE The purpose of the Jiayin Group Inc. 2019 Share Incentive Plan (the “Plan”) is to promote the success and enhance the value of Jiayin Group Inc. (the “Company”) by aligning the personal interests of the members of the Board, Employees and Consultants to those of Company’s shareholders and by providing such individua

September 4, 2019 S-8

JFIN / Jiayin Group Inc. S-8 - - FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on September 4, 2019 Registration No.

September 4, 2019 EX-99.1

Jiayin Group Reports Second Quarter 2019 Unaudited Financial Results

EX-99.1 Exhibit 99.1 Jiayin Group Reports Second Quarter 2019 Unaudited Financial Results SHANGHAI, September 4, 2019 (GLOBE NEWSWIRE) —Jiayin Group Inc. (“Jiayin” or “the Company”) (NASDAQ: JFIN), a leading online individual finance marketplace in China, today announced its unaudited financial results for the quarter ended June 30, 2019. Highlights: • Loan origination volume1 was RMB4,900 million

September 4, 2019 6-K

JFIN / Jiayin Group Inc. 6-K - Current Report of Foreign Issuer - FORM 6-K

6-K 1 d786364d6k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2019 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shang

June 11, 2019 EX-99.1

Jiayin Group Reports First Quarter 2019 Unaudited Financial Results

EX-99.1 Exhibit 99.1 Jiayin Group Reports First Quarter 2019 Unaudited Financial Results SHANGHAI, June 11, 2019 (GLOBE NEWSWIRE) —Jiayin Group Inc. (“Jiayin” or “the Company”) (NASDAQ: JFIN), a leading online individual finance marketplace in China, today announced its unaudited financial results for the quarter ended March 31, 2019. Highlights: • Loan origination volume1 was RMB6,533 million, re

June 11, 2019 6-K

JFIN / Jiayin Group Inc. 6-K - Current Report of Foreign Issuer - FORM 6-K

6-K 1 d762331d6k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2019 Commission File Number: 001-38806 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 2

May 10, 2019 424B4

3,500,000 American Depositary Shares Jiayin Group Inc. Representing 14,000,000 Class A Ordinary Shares

424(B)(4) Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-228896 PROSPECTUS 3,500,000 American Depositary Shares Jiayin Group Inc. Representing 14,000,000 Class A Ordinary Shares This is the initial public offering of American depositary shares, or ADSs, by Jiayin Group Inc. We are offering 3,500,000 ADSs. Each ADS represents four Class A ordinary shares, par value US$0.000

May 9, 2019 EX-1.1

Exhibit 1.1

Exhibit 1.1 [14,000,000] CLASS A ORDINARY SHARES JIAYIN GROUP INC. CLASS A ORDINARY SHARES, PAR VALUE US$0.000000005 PER SHARE IN THE FORM OF AMERICAN DEPOSITARY SHARES UNDERWRITING AGREEMENT [ ], 2019 Roth Capital Partners, LLC 888 San Clemente Drive Suite 400 Newport Beach, California 92660 United States of America As Representative of the several Underwriters named in Schedule I hereto Ladies a

May 9, 2019 F-1/A

JFIN / Jiayin Group Inc. F-1/A AMENDMENT NO.9 TO FORM F-1

AMENDMENT NO.9 TO FORM F-1 As filed with the Securities and Exchange Commission on May 9, 2019 Registration No. 333-228896 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 9 to FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Jiayin Group Inc. (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s name

May 8, 2019 CORRESP

JFIN / Jiayin Group Inc. CORRESP - -

Company Acceleration Request Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of China May 8, 2019 VIA EDGAR CORRESPONDENCE AND FACSIMILE Mr. David Gessert Ms. Pam Long Ms. Michelle Miller Mr. Marc Thomas AD Office 11 – Telecommunications Division of Corporation Finance Securities and Exchange Commission

May 8, 2019 CORRESP

JFIN / Jiayin Group Inc. CORRESP - -

May 8, 2019 Via Telecopier and EDGAR Securities and Exchange Commission 100 F Street, N.

May 8, 2019 CORRESP

JFIN / Jiayin Group Inc. CORRESP - -

Underwriter Acceleration Request Roth Capital Partners, LLC 888 San Clemente Drive Suite 400 Newport Beach, California 92660 United States of America As representative of the prospective underwriters VIA EDGAR May 8, 2019 Division of Corporation Finance U.

May 7, 2019 8-A12B/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Jiayin Group Inc. (Exact name o

8-A12B/A 1 d635031d8a12ba.htm AMENDMENT NO. 1 TO FORM 8-A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Jiayin Group Inc. (Exact name of registrant as specified in its charter) Cayman Islands Not Applicable (State or other j

May 6, 2019 F-6/A

THLEY / THALES F-6/A

As filed with the Securities and Exchange Commission on May 6, 2019 Registration No.

May 6, 2019 EX-99.(A)

DEPOSIT AGREEMENT by and among JIAYIN GROUP INC. CITIBANK, N.A., as Depositary, THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [date], 2019 TABLE OF CONTENTS

DEPOSIT AGREEMENT by and among JIAYIN GROUP INC. and CITIBANK, N.A., as Depositary, and THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [date], 2019 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.1 “ADS Record Date” 1 Section 1.2 “Affiliate” 1 Section 1.3 “American Depositary Receipt(s)”, “ADR(s)” and “Receipt(s)” 1 Section 1.4 “American Depositary

May 6, 2019 F-1/A

As filed with the Securities and Exchange Commission on May 6, 2019

Table of Contents As filed with the Securities and Exchange Commission on May 6, 2019 Registration No.

May 6, 2019 CORRESP

JFIN / Jiayin Group Inc. CORRESP - -

CORRESP 26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong David Zhang Telephone: +852 3761 3300 To Call Writer Directly Facsimile: +852 3761 3301 +852 3761 3318 www.

May 3, 2019 CORRESP

JFIN / Jiayin Group Inc. CORRESP - -

CORRESP 26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong Telephone: +852 3761 3300 Facsimile: +852 3761 3301 www.

May 3, 2019 F-1/A

As filed with the Securities and Exchange Commission on May 3, 2019

Table of Contents As filed with the Securities and Exchange Commission on May 3, 2019 Registration No.

April 29, 2019 CORRESP

JFIN / Jiayin Group Inc. CORRESP - -

CORRESP 26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong Telephone: +852 3761 3300 Facsimile: +852 3761 3301 www.

April 29, 2019 F-1/A

As filed with the Securities and Exchange Commission on April 29, 2019

Table of Contents As filed with the Securities and Exchange Commission on April 29, 2019 Registration No.

April 10, 2019 CORRESP

JFIN / Jiayin Group Inc. CORRESP - -

Correspondence 26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong Telephone: +852 3761 3300 Facsimile: +852 3761 3301 www.

April 10, 2019 F-1/A

As filed with the Securities and Exchange Commission on April 10, 2019

Table of Contents As filed with the Securities and Exchange Commission on April 10, 2019 Registration No.

March 26, 2019 CORRESP

JFIN / Jiayin Group Inc. CORRESP - -

Correspondence 26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong Telephone: +852 3761 3300 Facsimile: +852 3761 3301 www.

March 26, 2019 EX-23.9

Consent of iResearch

Exhibit 23.9 Shanghai iResearch Co., Ltd. R701 Tower B, Zhongjin International, Caoxi North No. 333, Xuhui District Shanghai, China Date: March 26, 2019 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People?s Republic of China Re: Jiayin Group Inc. (the ?Company?) Ladies and Gentlemen: Shanghai iResearch Co., Ltd. (the ?

March 26, 2019 F-1/A

As filed with the Securities and Exchange Commission on March 26, 2019

Table of Contents As filed with the Securities and Exchange Commission on March 26, 2019 Registration No.

March 8, 2019 F-1/A

As filed with the Securities and Exchange Commission on March 8, 2019

Table of Contents As filed with the Securities and Exchange Commission on March 8, 2019 Registration No.

March 8, 2019 CORRESP

JFIN / Jiayin Group Inc. CORRESP - -

CORRESP 26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong Telephone: +852 3761 3300 Facsimile: +852 3761 3301 David Zhang To Call Writer Directly +852 3761 3318 www.

February 22, 2019 CORRESP

JFIN / Jiayin Group Inc. CORRESP - -

CORRESP 26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong Telephone: +852 3761 3300 Facsimile: +852 3761 3301 www.

February 22, 2019 F-1/A

As filed with the Securities and Exchange Commission on February 22, 2019

Table of Contents As filed with the Securities and Exchange Commission on February 22, 2019 Registration No.

February 8, 2019 EX-99.(A)

DEPOSIT AGREEMENT by and among JIAYIN GROUP INC. CITIBANK, N.A., as Depositary, THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [date], 2019 TABLE OF CONTENTS

EX-99.(A) 2 e618196ex99-a.htm DEPOSIT AGREEMENT by and among JIAYIN GROUP INC. and CITIBANK, N.A., as Depositary, and THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [date], 2019 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.1 “ADS Record Date” 1 Section 1.2 “Affiliate” 1 Section 1.3 “American Depositary Receipt(s)”, “ADR(s)” and “Receipt(s)” 1 Se

February 8, 2019 F-6

THLEY / THALES F-6

As filed with the Securities and Exchange Commission on February 8, 2019 Registration No.

February 8, 2019 EX-99.(D)

-2-

EX-99.(D) 3 e618196ex99-d.htm February 8, 2019 Citibank, N.A. – ADR Department 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: We refer to the Registration Statement on Form F-6 (the “Registration Statement”) to be filed with the Securities and Exchange Commission (the “SEC”) by the legal entity created by the Deposit Agreement (as hereinafter defined) for the purpose of regist

February 8, 2019 8-A12B

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 Jiayin Group Inc. (Exact name of registrant as specified in its charter) Cayman Islands Not Applicable (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification

February 6, 2019 EX-99.3

Registrant’s waiver request and representation under Item 8.A.4

EX-99.3 6 d658943dex993.htm EX-99.3 Exhibit 99.3 Jiayin Group Inc. 26th Floor, Building No. 1, Youyou Century Plaza, 428 South Yanggao Road, Pudong New Area, Shanghai 200122 People’s Republic of China February 6, 2019 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Jiayin Group Inc. Registration Statement on Form F-1 R

February 6, 2019 F-1/A

As filed with the Securities and Exchange Commission on February 6, 2019

Table of Contents As filed with the Securities and Exchange Commission on February 6, 2019 Registration No.

February 6, 2019 EX-4.2

Registrant’s Specimen Certificate for Ordinary Shares

EX-4.2 2 d658943dex42.htm EX-4.2 Exhibit 4.2 Jiayin Group Inc. Number Share(s) Incorporated under the laws of the Cayman Islands Share capital is US$50 divided into (i) 84,000,000 Class A Ordinary Shares of a par value of US$0.000000005 each, (ii) 116,000,000 Class B Ordinary Shares of a par value of US$0.000000005 each and (iii) 9,800,000,000 Shares of a par value of US$0.000000005 each of such c

February 6, 2019 EX-10.2

2019 Share Incentive Plan, as effective upon the completion of this offering

EX-10.2 4 d658943dex102.htm EX-10.2 Exhibit 10.2 JIAYIN GROUP INC. 2019 SHARE INCENTIVE PLAN ARTICLE 1 PURPOSE The purpose of the Jiayin Group Inc. 2019 Share Incentive Plan (the “Plan”) is to promote the success and enhance the value of Jiayin Group Inc. (the “Company”) by linking the personal interests of the members of the Board and Employees to those of Company shareholders and by providing su

February 6, 2019 EX-10.1

2016 Share Incentive Plan

EX-10.1 3 d658943dex101.htm EX-10.1 Exhibit 10.1 Securities Abbreviation: Jiayin Fin-Tech Stock Code: 832031 Administrative Measures on Phase I Mid- and Long-Term Incentive Plan of Shanghai Jiayin Finance Technology Co., Ltd. Shanghai Jiayin Finance Technology Co., Ltd. Date: September 26, 2016 Statement The Company and all its directors and supervisors warrant that this Incentive Plan and its sum

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