Dear Sirs:

Mr. JunLei, Chairman of the Board of Directors of YY Inc. (the “Company”), and Mr. David Xueling Li, Chief Executive Officer and director of the Company (together, the “Buyer Group”) are pleased to submit this preliminary non-bindingproposal to acquire all outstanding ordinary shares (the “Shares”) of theCompany not beneficially owned by the Buyer Group in a going-privatetransaction (the “Acquisition”). Our proposed purchase price for eachAmerican depositary share of the Company (“ADS”, each representing 20 Shares)is $68.50 in cash. The Buyer Group beneficially owns approximately 35.7% of allthe issued and outstanding Shares of the Company, which represent approximately75.1% of the aggregate voting power of the Company.

We believethat our proposal provides an attractive opportunity for the Company’sshareholders. Our proposed purchase price represents a premium of approximately17.4% to the closing trading price of the Company’s ADS on July 8th, 2015,the last trading day prior to the date hereof.

The termsand conditions upon which we are prepared to pursue the Acquisition are setforth below. We are confident in our ability to consummate an Acquisition asoutlined in this letter.

1. Buyer Group. Members of the Buyer Group intend to enter into a consortium agreement,pursuant to which members of the Buyer Group will agree to, among other things,cooperate in connection with implementing the Acquisition, and work with eachother on an exclusive basis in pursuing the Acquisition. The contemplatedconsortium agreement will obligate the Buyer Group members to (i) vote forthe proposed Transaction and not take any action inconsistent with it,(ii) not transfer any of their respective shares in the Company unless asotherwise permitted under the Consortium Agreement, and (iii) vote againstany competing proposal or matter that would facilitate a competing proposal.

2. Purchase Price. The consideration payable for each ADS will be$68.50 in cash, or $3.425 in cash per Share (in each case other than those ADSsor ordinary shares beneficially owned by the Buyer Group that will be rolledover in connection with the Acquisition).

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3. Financing. We intend to finance the Acquisition with a combination of debt and equitycapital. Equity financing will be provided from the Buyer Group membersand any additional members we accept into the Buyer Group in the form of cashand rollover equity in the Company. Debt financing is expected to be providedby third-party loans, if required. We are confident that we can timely secureadequate financing to consummate the Acquisition.

4. Due Diligence. We believe that we will be in a position tocomplete customary due diligence for the Acquisition in a timely manner and inparallel with discussions on the definitive agreements. We would like to askthe board of directors of the Company (the “Board”) to accommodate such duediligence request and approve the provision of confidential information relatingto the Company and its business to possible sources of equity and debtfinancing subject to a customary form of confidentiality agreement.

5. Definitive Agreements. We are prepared to promptly negotiate andfinalize the definitive agreements (the “Definitive Agreements’’) providing forthe Acquisition and related transactions. This proposal is subject to executionof the Definitive Agreements. These documents will include provisions typicalfor transactions of this type.

6. Process. We believe that the Acquisition will provide superior value to the Company’sshareholders. We recognize that the Board will evaluate the Acquisitionindependently before it can make its determination to endorse it. Giventhe involvement of Mr. Lei and Mr. Li in the Acquisition, we expectthat the independent, disinterested members of the Board will proceed toconsider the proposed Acquisition.

Inconsidering our offer, you should be aware that the Buyer Group is interestedonly in acquiring the outstanding Shares that the Buyer Group does not alreadybeneficially own, and that the Buyer Group does not intend to sell their stakein the Company to any third party.

7. Confidentiality. The Buyer Group will, as required by law,promptly file a Schedule 13D with the U.S. Securities and Exchange Commissionto disclose this proposal. However, we are sure you will agree with usthat it is in all of our interests to ensure that we proceed in a strictlyconfidential manner, unless otherwise required by law, until we have executedthe Definitive Agreements or terminated our discussions.

8. No Binding Commitment. This proposal constitutes only a preliminaryindication of our interest, and does not constitute any binding commitment withrespect to the Acquisition. A binding commitment will result only fromthe execution of Definitive Agreements, and then will be on terms andconditions provided in such documentation.

Inclosing, we would like to express our commitment to working together to bringthis Acquisition to a successful and timely conclusion. Should you haveany questions regarding this proposal, please do not hesitate to contact us.

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