NetEase : Report of foreign issuer rules 13a-16 and 15d-16 of the Securities Exchange Act

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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 OF THE

SECURITIES EXCHANGE ACT OF 1934

For the month of August 2019

Commission File Number: 000-30666

NETEASE, INC.

Building No. 7, West Zone

Zhongguancun Software Park (Phase II)

No.10 Xibeiwang East Road, Haidian District, Beijing 100193, People's Republic of China (Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-Fx Form 40-Fo

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

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NETEASE, INC.
Form 6-K
TABLE OF CONTENTS
Signature	Page 3
Notice of 2019 Annual General Meeting of Shareholders	Exhibit 99.1
Proxy Statement for 2019 Annual General Meeting	Exhibit 99.2
Form of Proxy Card for Holders of Ordinary Shares	Exhibit 99.3
Form of Voting Instruction Card to the Bank of New York Mellon for Holders of American Depositary Shares	Exhibit 99.4
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

NETEASE, INC.

By:	/s/ Zhaoxuan Yang
Name:	Zhaoxuan Yang
Title:	Chief Financial Officer

Date:

August 16, 2019

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Exhibit 99.1

NetEase, Inc.

Building No. 7, West Zone,

Zhongguancun Software Park (Phase II),

No. 10 Xibeiwang East Road, Haidian District

Beijing, People's Republic of China 100193

NOTICE OF 2019 ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON SEPTEMBER 13, 2019

Important Notice Regarding the Availability of Proxy Materials for the 2019 Annual General Meeting of Shareholders to be Held on September 13,

2019

This Notice is to inform you that the NetEase, Inc. 2019 Annual General Meeting of Shareholders is being held on September 13, 2019 and the proxy materials for such meeting are available on the internet. Follow the instructions below to view the proxy materials and vote or, in the case of holders of American depositary shares ("ADSs"), submit your voting instructions to The Bank of New York Mellon, as depositary, or request a paper or email copy. The items to be voted on and location of the 2019 Annual General Meeting of Shareholders are also set out below.

This communication presents only an overview of the more complete proxy materials that are available to you on the internet. We encourage you to access and review all of the important information contained in the proxy materials before voting or, in the case of holders of ADSs, submitting your voting instructions to The Bank of New York Mellon, as depositary.

The proxy statement and 2018 annual report on Form 20-F are available at http://ir.netease.com.

If you want to receive a paper or email copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed below at the earliest opportunity to facilitate timely delivery.

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NOTICE IS HEREBY GIVEN that the 2019 annual general meeting of shareholders of NetEase, Inc. (the "2019 Annual General Meeting of Shareholders") will be held on September 13, 2019 at 10:00 a.m., Beijing time, at our offices located at No. 399 Wangshang Road, Binjiang District, Hangzhou, Zhejiang Province, People's Republic of China 310052, for the following purposes:

1. To re-elect seven directors to serve for the ensuing year and until their successors are elected and duly qualified, or until such directors' earlier death, bankruptcy, insanity, resignation or removal.
2. To ratify the appointment of PricewaterhouseCoopers Zhong Tian LLP as independent auditors of NetEase, Inc. for the fiscal year ending December 31, 2019.
3. To transact such other business as may properly come before the 2019 Annual General Meeting of Shareholders or any adjournment or postponement thereof.

The foregoing items of business are more fully described in the proxy statement. You may access the following proxy materials at http://ir.netease.com:

1. Proxy statement, and
2. 2018 annual report on Form 20-F for the year ended December 31, 2018. Holders of Ordinary Shares
   You should vote by either attending the meeting in person or by mailing the attached Proxy Card to us as instructed therein.

If you prefer a paper or email copy of the proxy materials, you may request one by calling the IR Department, at [phone]. Please make sure you request a copy at the earliest opportunity to facilitate timely delivery. There is no charge to you for requesting a copy. You will have the opportunity to make a request to (1) receive paper copies for all future meetings or only for the 2019 Annual General Meeting of Shareholders or (2) receive email copies for all future meetings or only for the 2019 Annual General Meeting of Shareholders.

Holders of American Depositary Shares

The Bank of New York Mellon, as depositary of the ADSs, has advised us that it intends to mail to all holders of ADSs this Notice and an ADS Voting Instruction Card. Upon the delivery of a signed and completed ADS Voting Instruction Card as instructed therein, The Bank of New York Mellon will endeavor, to the extent practicable, to vote or cause to be voted the amount of ordinary shares represented by the ADSs, evidenced by American depositary receipts related to those ADSs, in accordance with the instructions set forth in such request. The Bank of New York Mellon has advised us that it will not vote or attempt to exercise the right to vote other than in accordance with those instructions. As the holder of record for all the ordinary shares represented by the ADSs, only The Bank of New York Mellon may vote those ordinary shares at the 2019 Annual General Meeting of Shareholders. Holders of ADSs may attend, but may not vote at, such meeting.

The Bank of New York Mellon and its agents are not responsible if they fail to carry out your voting instructions or for the manner in which they carry out your voting instructions. This means that if the ordinary shares underlying your ADSs are not able to be voted at the 2019 Annual General Meeting of Shareholders, there may be nothing you can do.

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