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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


|               
|---------------
|AMENDMENT NO. 1
|Form 10-K/A    

|[  ] |  | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
|---- |  | ----------------------------------------------------
|     |  | SECURITIES EXCHANGE ACT OF 1934                     
|     |  | OR                                                  

|[X] |  | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
|--- |  | -------------------------------------------------------------------
|    |  | EXCHANGE ACT OF 1934                                               

For the transition period from July 1, 2002 to December 31, 2002

Commission File Number 000-30698

SINA CORPORATION

(Exact Name of Registrant as specified in its charter)


|                                |  |                                        
|------------------------------- |  | ---------------------------------------
|Cayman Islands                  |  | 52-2236363                             
|(State or other jurisdiction of |  | (I.R.S. Employer Identification Number)
|Incorporation or organization)  |  |                                        

Room 1802, United Plaza
1468 Nan Jing Road West
Shanghai 200040, China
(86-21) 6289 5678(Address, including zip code, and telephone number, including area code, of Registrants principal executive offices)

Securities registered pursuant to Section 12(b) of the Act:
None

Securities registered pursuant to Section 12(g) of the Act:
Ordinary Share, $0.133 par value

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X]  No
[  ]

Indicated by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of Registrants knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [  ]

Indicated by check mark whether the registrant is an accelerated filer.
Yes [  ]  No [X]

The aggregate market value of the voting stock held by non-affiliates of
the Registrant was approximately $52,798,000 as of June 28, 2002, based upon
the closing sale price on computed by reference to the closing price for the
Ordinary Shares as quoted by the Nasdaq National Stock Market reported for such
date. Shares of Ordinary Shares held by each officer and director and by each
person who owns 5% or more of the outstanding Ordinary Shares have been
excluded in that such persons may be deemed to be affiliates. This
determination of affiliate status is not necessarily a conclusive determination
for other purposes.

As of February 28, 2003, there were 46,743,515 shares of the Registrants
Ordinary Shares, $0.133 par value.



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TABLE OF CONTENTS



|             |                                                                         |  |  |  |  |  |  | 
|------------ | ----------------------------------------------------------------------- |  |  |  |  |  |  | 
|PART III    
|             | Item 10. Directors and Executive Officers of the Registrant            
|             | Item 11. Executive Compensation                                        
|             | Item 12. Security Ownership of Certain Beneficial Owners and Management
|             | Item 13. Certain Relationships and Related Transactions                
|EXHIBIT 99.1



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SINA CORPORATION

INDEX

EXPLANATORY NOTE

|                 |  |                                                                |  |  |    |  |  | 
|---------------- |  | -------------------------------------------------------------- |  |  | -- |  |  | 
|EXPLANATORY
NOTE |  |                                                                |  |  |    |  |  | 
|PART III.        |  |                                                                |  |  |    |  |  | 
|Item 10.         |  | Directors and Executive Officers of the Registrant             |  |  | 1  | 
|Item 11.         |  | Executive Compensation                                         |  |  | 3  | 
|Item 12.         |  | Security Ownership of Certain Beneficial Owners and Management |  |  | 10 | 
|Item 13.         |  | Certain Relationships and Related Transactions                 |  |  | 12 | 





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EXPLANATORY NOTE

This Amendment No. 1 to the registrants transition report on Form 10-K
for the transition period from July 1, 2002 to December 31, 2002 is being filed
in order to submit the information required to be included in Part III thereof
within the time period required by General Instruction G(3) to Form 10-K.

As used in this Amendment No. 1 to transition report on Form 10-K/A,
unless the context otherwise requires, the following terms shall have the
meanings set forth below:



| |  |  | We, us, our, SINA and the Company refer to SINA Corporation
| | - |  | ---------------------------------------------------------------------
|
| |  |  | Board of Directors or Board means our Board of Directors         
|
| |  |  | SEC means the Securities and Exchange Commission                   

Part III of the registrants transition report on Form 10-K is hereby
amended by deleting the text thereof in its entirety and substituting the
following:






PART III




Item 10.Directors and Executive Officers of the Registrant

Our Articles of Association currently authorize a Board of not less than
two directors and the classification of the Board into three classes serving
staggered terms. At each annual general meeting, the terms of one class of
directors will expire. The directors whose terms expire each year will be
those who have been in office the longest since their last election. A
director whose term is expiring will remain in office until the close of the
meeting at which his or her term expires, and will be eligible for re-election
at that meeting. The Company currently has seven directors. In accordance
with our Articles of Association, the Board of Directors has fixed the number
of directors constituting the Board at seven.

The Class I directors whose terms expire at our next annual meeting are
Yongji Duan and Daniel Mao. The Class II Directors whose terms expire at our
2004 Annual Meeting are Daniel Chiang and Ter Fung Tsao. The Class III
directors whose terms expire at our 2005 Annual Meeting are Pehong Chen, Lip-Bu
Tan and Yichen Zhang.

The following table provides information with respect to our executive
officers and directors as of March 31, 2003:

|              |  |     |    |          |  |                                                      
|------------- |  | --- | -- | -------- |  | -----------------------------------------------------
|Name          |  | Age |    | Position
|              |  |     |    |         
|Daniel Mao    |  |     | 39 |          |  | Chief Executive Officer and Director                 
|Daniel Chiang |  |     | 45 |          |  | Chairman of the Board of Directors                   
|Yan Wang      |  |     | 30 |          |  | President                                            
|Charles Chao  |  |     | 37 |          |  | Executive Vice President & Chief Financial Officer   
|Hurst Lin     |  |     | 38 |          |  | Executive Vice President, Global Business
Development
|Pehong Chen   |  |     | 45 |          |  | Director                                             
|Yongji Duan   |  |     | 56 |          |  | Director                                             
|Lip-Bu Tan    |  |     | 43 |          |  | Director                                             
|Ter Fung Tsao |  |     | 57 |          |  | Director                                             
|Yichen Zhang  |  |     | 39 |          |  | Director                                             

Daniel Maohas served as our Chief Executive Officer and a director since
June 2001. Prior to June 2001, Mr. Mao has held a number of positions with the
Company including Chief Operating Officer from March 1999 to June 1999 and
September 1999 to June 2001, Acting Chief Financial Officer from September 1999
to November 1999, and Executive Vice President of Business and Corporate
Development from June 1999 to August 1999. Mr. Mao also served as a director
from October 1997 to March 1999. Prior to joining us as an officer in March
1999, Mr. Mao was Vice President of Walden International Investment Group, an
international venture capital firm, from February 1994 to March 1999. Mr. Mao
holds an M.S. in Engineering Economic Systems from Stanford University and a
B.S. in Computer Science from Jiaotong University in Shanghai, China.

Yan Wanghas served as our President since June 2001. Previously, he
served as our General Manager of China Operations since September 1999 and as
our Executive Deputy General Manager for Production and Business Development in
China from April 1999 to August 1999. In April 1996, Mr. Wang founded the
SRSnet.com division of Beijing Stone Rich Sight Limited, our wholly-owned
subsidiary. From April 1996 to April 1999, Mr. Wang served as the head of our
SRS Internet Group. Mr. Wang holds a B.A. in Law from the University of Paris.

Charles Chaohas served as our Chief Financial Officer since February 2001
and Executive Vice President since April 2002. From September 1999 to January
2001, Mr. Chao served as our Vice President, Finance. Prior to joining us, Mr.
Chao served as an experienced audit manager at PricewaterhouseCoopers, LLP, an
accounting firm. Mr. Chao holds a Master of Professional Accounting degree from
University of Texas at Austin, an M.A. in Journalism from University of
Oklahoma and a B.A. in Journalism from Fudan University in Shanghai, China.

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Hurst Linco-founded and served as the Vice President of Business
Development of Sinanet.com from May 1995 until it merged into SINA Corporation
in March 1999. From March 1999 to April 2002, Mr. Lin served as our Vice
President of Business Development. Mr. Lin served as our General Manager of
U.S. Operations from September 1999 until February 2003. He has served as our
Executive Vice President of Global Business Development since April 2002. Mr.
Lin holds an M.B.A. from Stanford University and a B.A. in Engineering from
Dartmouth College.

Daniel Chianghas served as a director since March 1999. He served as the
President and Chief Executive Officer of Sinanet.com, an Internet content and
services company, from June 1996 until it merged into SINA Corporation in March
1999. Mr. Chiang currently serves as our Chairman of the Board. Prior to
joining Sinanet.com in June 1996, Mr. Chiang was the President of Trend Micro,
Inc., an Internet virus protection and content security company, from December
1993 to May 1996. Mr. Chiang received an M.A. in Political Economy from
University of Texas, Dallas and a B.A. in Diplomacy from National Cheng-Chi
University in Taiwan.

Pehong Chenhas served as a director since March 1999. Mr. Chen has been
the Chief Executive Officer, President and Chairman of the Board of
Broadvision, Inc., a software applications company, since May 1993. Prior to
founding Broadvision, Mr. Chen was Vice President of MultiMedia Technology at
Sybase, Inc., an enterprise software company, from 1992 to 1993. From 1989 to
1992, Mr. Chen founded and was president of Gain Technology, a multimedia
software tools company, which was acquired by Sybase. He received a B.S. in
Computer Science from National Taiwan University, an M.S. in Computer Science
from Indiana University and a Ph.D. in Computer Science from the University of
California at Berkeley.

Yongji Duanhas served as a director since August 1997. Mr. Duan also
served as a director for Rich Sight Investment Limited, one of our
subsidiaries, from May 1993 through May 1999. Mr. Duan has served as a Director
of Stone Group Corporation, a holding company, since February 1991 and is now
the Chairman of Stone Group Corporation. Mr. Duan has also served as President
and Chief Executive Officer of Stone Electronic Technology Limited, a
diversified electronics and consumer products company, since 1990 and since May
2002 has served as the Chairman of the Company. Since September 2001, Mr.
Duan has served as a director of Sun Media Group Holdings Limited, a holding
company. Mr. Duan holds an M.S. in Aeronautics Materials from Beijing
Aeronautic College and a B.S. from Qinghua University.

Lip-Bu Tanhas served as a director since March 1999. Mr. Tan is the
Founder and Chairman of Walden International, an international venture capital
firm founded in 1984. Mr. Tan is currently a director of Creative Technology
Ltd., a multimedia technology company, Centillium
Communications, Inc., a semiconductor company, Integrated Silicon Solutions,
Inc., a semiconductor company, and several other private companies. He holds an
M.S. in Nuclear Engineering from the Massachusetts Institute of Technology and
an M.B.A. from the University of San Francisco. Mr. Tan received his B.S. from Nanyang University, Singapore.

Ter Fung Tsaohas served as a director since March 1999. Mr. Tsao has
served as Chairman of Standard Foods Corporation (formerly known as Standard
Foods Taiwan Ltd.), a packaged food company, since 1986. Before joining
Standard Foods Taiwan Ltd., Mr. Tsao worked in several positions within The
Quaker Oats Company, a packaged food company, in the United States and Taiwan.
Mr. Tsao received a B.S. in Civil Engineering from Cheng Kung University in
Taiwan, an M.S. in Sanitary Engineering from Colorado State University, and a
Ph.D. in Food and Chemical Engineering from Colorado State University.

Yichen Zhanghas served as a director since May 2002. Since June 2002, Mr.
Zhang has been the Deputy Chief Executive Officer of CITIC Capital Markets
Holdings Ltd, an investment banking firm. From March 2000 to May 2002, Mr.
Zhang served as Executive Director of CITIC Pacific Ltd. From September 1996
to February 2000, he served as Managing Director-Debt Capital Markets for
Merrill Lynch (Asia Pacific), Ltd., another investment banking firm. Mr. Zhang
holds a B.S. in Computer Science and Engineering from the Massachusetts
Institute of Technology.

There are no family relationships among any of the directors or executive
officers of SINA Corporation.

Section 16 Beneficial Ownership Reporting Compliance

Section 16(a) of the Exchange Act requires the Companys directors,
executive officers and persons who own more than 10% of the Companys ordinary
shares (collectively, Reporting Persons) to file with the SEC initial reports
of ownership and changes in ownership of the Companys ordinary shares.
Reporting Persons are required by SEC regulations to furnish the Company with
copies of all Section 16(a) reports they file. To the Companys knowledge,
based solely on its

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review of the copies of such reports received or written representations from
certain Reporting Persons that no other reports were required, the Company
believes that during the year that ended December 31, 2002 all Reporting
Persons complied with all applicable filing requirements.




Item 11.Executive Compensation

EXPLANATORY NOTE

On November 4, 2002 our Board of Directors approved a change in the
Companys fiscal year (the Fiscal Year Change). The date of our fiscal year
end is now December 31 of each year. Previously, our fiscal year end was June
30. Our last full fiscal year on the previous cycle was from July 1, 2001 to
June 30, 2002 (Fiscal 2002). The change in our fiscal year cycle resulted in
a six-month transition period from July 1, 2002 to December 31, 2002
(Transition 2002). Our first full fiscal year following Transition 2002 will
be from January 1, 2003 to December 2003 (Fiscal 2003). In order to make the
disclosure provided in this Item 11 more meaningful, we have provided
information for the twelve-month period ending December 31, 2002 (Calendar
2002). Due to the Fiscal Year Change, this period is technically not our most
recently completed fiscal year, nor is it identical to Transition 2002.
Nonetheless, we feel providing information for this twelve-month period will
allow for more meaningful comparison to our disclosure in prior years.
Information for Fiscal 2002 was provided in the Proxy Statement for the 2002
Annual Meeting of Shareholders which was held on December 16, 2002 (the 2002
Proxy Statement). You can obtain a copy of the 2002 Proxy Statement by
contacting our Investor Relations Department at +86-21-62895678 or visiting our
corporate web site at www.corp.sina.com. You may also obtain a copy by
contacting the SEC at (800) 732-0330 for the location of the nearest public
reference room, or through the EDGAR system at www.sec.gov.

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COMPENSATION OF EXECUTIVE OFFICERS

The following table shows the compensation earned by (a) the individual
who served as the Companys Chief Executive Officer during the twelve-month
period ending December 31, 2002 and (b) the three other individuals who served
as an executive officer of the Company during Calendar 2002 (collectively the
Named Executive Officers). Information is also provided for the fiscal years
ended June 30, 2000 and June 30, 2001.

|                                                     |  |      |      |           |  |                     |         |                 |  |            |         |                 |  |            |        |           |  |              |           |  |  |  |         |    
|---------------------------------------------------- |  | ---- | ---- | --------- |  | ------------------- | ------- | --------------- |  | ---------- | ------- | --------------- |  | ---------- | ------ | --------- |  | ------------ | --------- |  |  |  | ------- | ---
|                                                     |  |      |      |           |  |                     |         |                 |  |            |         |                 |  |            |        |           |  | Long-Term    |           |  |  | 
|                                                     |  |      |      |           |  |                     |         |                 |  |            |         |                 |  |            |        |           |  | Compensation |           |  |  | 
|                                                     |  |      |      |           |  |                     |         |                 |  |            |         |                 |  |            |        |           |  | Awards       |           |  |  | 
|                                                     |  |      |      |           |  | Annual Compensation |         |                 |  |            |         |                
|                                                     |  |      |      |           |  |                     |         | Securities      |  |            |         |                
|                                                     |  |      |      |           |  |                     |         |                 |  | Bonus      |         | Other Annual    |  | Underlying |        | All Other
|Name and Principal Position                          |  | Year |      | Salary($) |  | ($)                 |         | Compensation($) |  | Options(#) |         | Compensation($)
|                                                     |  |      |      |           |  |                     |         |                 |  |            |         |                
|Daniel Mao                                           |  |      | 2002 | (1)       |  |                     | 289,583 |                 |  |            | 131,250 |                 |  |            |       |           |  |              | 2,000,000 |  |  |  | 33,000  | (2)
|Chief Executive Officer and Director                 |  |      | 2001 |           |  |                     | 232,500 |                 |  |            | 23,650  |                 |  |            |       |           |  |              | 375,000   |  |  |  |        |    
|                                                     |  |      | 2000 |           |  |                     | 175,000 |                 |  |            |        |                 |  |            |       |           |  |              |          |  |  |  |        |    
|Yan Wang                                             |  |      | 2002 | (1)       |  |                     | 144,980 |                 |  |            | 23,196  |                 |  |            |       |           |  |              | 240,000   |  |  |  | 8,481   | (3)
|President                                            |  |      | 2001 |           |  |                     | 101,449 |                 |  |            | 17,174  |                 |  |            |       |           |  |              | 70,000    |  |  |  | 4,348   | (3)
|                                                     |  |      | 2000 |           |  |                     | 48,309  |                 |  |            | 7,246   |                 |  |            |       |           |  |              | 108,000   |  |  |  | 3,261   | (3)
|Charles Chao                                         |  |      | 2002 | (1)       |  |                     | 190,000 |                 |  |            | 60,800  |                 |  |            | 23,486 | (5)       |  |              | 180,000   |  |  |  | 27,500  | (4)
|Executive Vice President and                         |  |      | 2001 |           |  |                     | 155,833 |                 |  |            | 10,196  |                 |  |            | 60,491 | (5)       |  |              | 186,250   |  |  |  | 110,147 | (6)
|Chief Financial Officer                              |  |      | 2000 |           |  |                     |        |                 |  |            |        |                 |  |            |       |           |  |              |          |  |  |  |        |    
|Hurst Lin                                            |  |      | 2002 | (1)       |  |                     | 175,000 |                 |  |            | 47,394  |                 |  |            |       |           |  |              | 180,000   |  |  |  |        |    
|Executive
Vice President,Global Business Development |  |      | 2001 |           |  |                     | 172,192 |                 |  |            | 8,999   |                 |  |            |       |           |  |              | 70,000    |  |  |  |        |    
|                                                     |  |      | 2000 |           |  |                     | 108,749 |                 |  |            |        |                 |  |            |       |           |  |              | 150,000   |  |  |  |        |    



---

|(1) |  | The information for 2002 is provided for Calendar 2002, the twelve-month
period ending December 31, 2002. Due to the Fiscal Year Change we are
providing information for this period instead of for Fiscal 2002.
Information for Fiscal 2002 can be found in our 2002 Proxy Statement.
|--- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Mr. Mao received this amount as a housing allowance.                                                                                                                                                                                                                                  
|   
|(3) |  | Mr. Wang received these amounts as a housing allowance.                                                                                                                                                                                                                               
|   
|(4) |  | Mr. Chao received this amount as a housing allowance.                                                                                                                                                                                                                                 
|   
|(5) |  | Mr. Chao received this amount as a tax reimbursement payment.                                                                                                                                                                                                                         
|   
|(6) |  | The Company forgave a loan equal this amount as a bonus to Mr. Chao for
his appointment as Chief Financial Officer.                                                                                                                                                                   

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OPTION GRANTS IN LAST FISCAL YEAR

The following table sets forth certain information for the twelve-month
period ended December 31, 2002 with respect to grants of stock options to each
of the Named Executive Officers. No stock appreciation rights were granted to
the Named Executive Officers during Calendar 2002. All options granted by us
during the Calendar 2002 were granted under our 1999 Stock Plan and 1999
Executive Stock Option Plan. We granted options to purchase ordinary shares
equal to a total of 3,221,800 shares during Calendar 2002. Options were
granted at an exercise price equal to the fair market value of our ordinary
shares.

These options have a term of 10 years, but are subject to earlier
termination in connection with termination of employment. Optionees may pay
the exercise price by cash, check, or delivery of already-owned ordinary shares
in the capital of the Company. Options granted to the Named Executive Officers
vest over a four-year term ratably on a monthly basis. For a discussion of
treatment of certain options in the event of a change in control transaction,
see the discussion under Change of Control Agreements above.

Potential realizable values are net of exercise price before taxes, and
are based on the assumption that our ordinary shares appreciates at the annual
rate shown, compounded annually, from the date of grant until the expiration of
the 10-year term. These numbers are calculated based on SEC requirements and
do not reflect our projection or estimate of future stock price growth. Actual
gains, if any, on stock option exercises will be dependent on the future
performance of our ordinary shares. Unless the market price of the ordinary
shares appreciates over the option term, no value will be realized from the
option grants made to executive officers.

|                                                      |  |                   |           |                  |  |          |      |            |  |                 |      |                       |  |                  |         |                      |  |  |           |  |  |  |           | 
|----------------------------------------------------- |  | ----------------- | --------- | ---------------- |  | -------- | ---- | ---------- |  | --------------- | ---- | --------------------- |  | ---------------- | ------- | -------------------- |  |  | --------- |  |  |  | --------- | 
|                                                      |  | Individual Grants |           |                  |  |          |      |            |  |                
|                                                      |  |                   |           |                  |  |          |      |            |  |                
|                                                      |  |                   |           |                  |  | Percent  |      |            |  |                 |      |                       |  |                  |         | Potential Realizable
|                                                      |  | Number of         |           | of Total Options |  |          |      |            |  |                 |      |                       |  | Value at Assumed
|                                                      |  | Securities        |           | Granted          |  | Exercise |      |            |  |                 |      | Annual Rates of Stock
|                                                      |  | Underlying        |           | to Employees     |  | of Base  |      |            |  |                 |      | Price Appreciation   
|                                                      |  | Options (1)       |           | in Fiscal        |  | Price    |      | Expiration |  | For Option Term
|Name                                                  |  | Granted (#)       |           | Year(%)          |  | ($/sh)   |      | Date       |  | 5% ($)          |      | 10% ($)              
|                                                      |  |                   |           |                  |  |          |      |            |  |                 |      |                      
|Daniel Mao                                            |  |                   | 2,000,000 |                  |  |          | 62.0 | %          |  |                 | 1.68 |                       |  |                  | 6/4/12  |                      |  |  | 2,113,086 |  |  |  | 5,354,975 | 
|Chief Executive Officer and Director                  |  |                   |           |                  |  |          |      |            |  |                 |      |                       |  |                  |         |                      |  |  |           |  |  |  |           | 
|Yan Wang                                              |  |                   | 240,000   |                  |  |          | 7.4  | %          |  |                 | 1.88 |                       |  |                  | 8/14/12 |                      |  |  | 283,757   |  |  |  | 719,097   | 
|President                                             |  |                   |           |                  |  |          |      |            |  |                 |      |                       |  |                  |         |                      |  |  |           |  |  |  |           | 
|Charles Chao                                          |  |                   | 180,000   |                  |  |          | 5.6  | %          |  |                 | 1.88 |                       |  |                  | 8/14/12 |                      |  |  | 212,818   |  |  |  | 539,322   | 
|Executive
Vice President andChief Financial Officer   |  |                   |           |                  |  |          |      |            |  |                 |      |                       |  |                  |         |                      |  |  |           |  |  |  |           | 
|Hurst Lin                                             |  |                   | 180,000   |                  |  |          | 5.6  | %          |  |                 | 1.88 |                       |  |                  | 8/14/12 |                      |  |  | 212,818   |  |  |  | 539,322   | 
|Executive Vice President, Global
Business Development |  |                   |           |                  |  |          |      |            |  |                 |      |                       |  |                  |         |                      |  |  |           |  |  |  |           | 



---

|(1) |  | Information is provided for Calendar 2002, the twelve-month period ending
December 31, 2002. Due to the Fiscal Year Change we are providing
information for this period instead of for Fiscal 2002. Information for
Fiscal 2002 can be found in our 2002 Proxy Statement.
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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AGGREGATED OPTION EXERCISES IN LAST FISCAL YEAR
AND FISCAL YEAR-END OPTION VALUES

The following table provides certain information with respect to stock
options exercised by the Named Executive Officers during the twelve-month
period that ended on December 31, 2002. The table also provides the number of
shares covered by stock options as of December 31, 2002, and the value of
in-the-money stock options, which represents the positive difference between
the exercise price of a stock option and the market price of the shares subject
to such option on December 31, 2002. No stock appreciation rights were
outstanding during the last year.

|                                                      |  |              |      |              |  |                     |      |                              |  |             |                   |              |  |          |                     | 
|----------------------------------------------------- |  | ------------ | ---- | ------------ |  | ------------------- | ---- | ---------------------------- |  | ----------- | ----------------- | ------------ |  | -------- | ------------------- | 
|                                                      |  |              |      |              |  |                     |      |                              |  |             |                   |              |  | Value of
|                                                      |  |              |      |              |  |                     |      |                              |  | Number of   |                   | Unexercised 
|                                                      |  |              |      |              |  |                     |      |                              |  | Unexercised |                   | In-the-Money
|                                                      |  | Shares       |      |              |  |                     |      | Options at Year End          |  | Options at 
|                                                      |  | Acquired on  |      | Value        |  | (1)(#) Exercisable/ |      | Year End (1)($)             
|Name                                                  |  | Exercise (#) |      | Realized ($) |  | Unexercisable       |      | Exercisable/Unexercisable(2)
|                                                      |  |              |      |              |  |                     |      |                             
|Daniel Mao                                            |  |              | - 0- |              |  |                     | -$0- |                              |  |             | 624,999/1,750,001 |              |  |          | 2,989,995/8,435,005 | 
|Chief Executive
Officer and
Director                  |  |              |      |              |  |                     |      |                              |  |             |                   |              |  |          |                     | 
|Yan Wang                                              |  |              | - 0- |              |  |                     | -$0- |                              |  |             | 179,040/358,960   |              |  |          | 411,601/1,551,449   | 
|President                                             |  |              |      |              |  |                     |      |                              |  |             |                   |              |  |          |                     | 
|Charles Chao                                          |  |              | - 0- |              |  |                     | -$0- |                              |  |             | 164,318/318,182   |              |  |          | 546,534/1,404,473   | 
|Executive Vice
President and
Chief Financial
Officer  |  |              |      |              |  |                     |      |                              |  |             |                   |              |  |          |                     | 
|Hurst Lin                                             |  |              | - 0- |              |  |                     | -$0- |                              |  |             | 68,541/241,459    |              |  |          | 285,501/1,091,349   | 
|Executive Vice
President, Global
Business
Development |  |              |      |              |  |                     |      |                              |  |             |                   |              |  |          |                     | 



---

|(1) |  | Information is provided for Calendar 2002, the twelve-month period ending
December 31, 2002. Due to the Fiscal Year Change we are providing
information for this period instead of for Fiscal 2002. Information for
Fiscal 2002 can be found in our 2002 Proxy Statement
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Based on the $6.50 per share closing price of our ordinary shares on The
Nasdaq Stock Market on December 31, 2002 less the exercise price of the
options.                                                                                                               

Director Compensation

Except for reimbursement for reasonable travel expenses relating to
attendance at board meetings and the grant of stock options, our directors,
other than Daniel Chiang, are not currently compensated for their services as
directors but our Articles of Association provide that they may be compensated
at the discretion of the directors. Employee directors are eligible to
participate in our 1999 Stock Plan and 1999 Employee Stock Purchase Plan. Our
non-employee directors are eligible to participate in our 1999 Directors Stock
Option Plan (the Directors Plan). The Directors Plan provides for the
grant to non-employee directors of: (1) a nonstatutory share option to purchase
37,500 ordinary shares on the date on which a non-employee becomes a member of
our Board of Directors, and (2) an additional nonstatutory share option to
purchase 15,000 shares on the date of the shareholders meeting for each Board
member who has served on the board for at least six months. On the date of
this meeting, each of Pehong Chen, Yongji Duan, Lip Bu Tan, Ter Fung Tsao and
Yi-Chen Zhang shall receive an additional option to purchase 15,000 shares at
the then prevailing market price.

As compensation for services rendered as the Chairman of the Board, Mr.
Chiang received $110,000 for the twelve-month period ending December 31, 2002

6



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##### Table of Contents



Employment Agreements

We have entered into employment agreements with Daniel Mao, Charles Chao
and Yan Wang.

Mr. Mao is party to an offer letter dated January 11, 1999. Pursuant to
the offer letter, Mr. Mao was granted an option to purchase 900,000 ordinary
shares of SINA Corporation. This option vests over a four-year period.
Twenty-five percent (25%) of the shares subject to the option vest on the first
anniversary of Mr. Maos employment date and the remainder vest ratably over
the following three years on a monthly basis. This option, however, allowed him
to exercise immediately, subject to repurchase by us at cost upon cessation of
his employment. Under this agreement, the vesting of his options will
accelerate by one year in the event that Mr. Maos employment is terminated by
the Company.

Mr. Mao is also a party to an Employment Agreement dated June 1, 2002
which provides, among other things, that Mr. Mao will receive certain severance
benefits if he is terminated without cause or constructively terminated.

Mr. Chao is a party to an Employment Agreement dated June 1, 2002 which
provides, among other things, that Mr. Chao will receive certain severance
benefits if he is terminated without cause or constructively terminated.

Yan Wang is a party to a Labor Contract entered into on September 23, 1999
and amended on April 6, 2000. The contract terminates on September 22, 2003.
Under the contract, the Company and Yan Wang may only terminate the contract
for limited, delineated reasons akin to cause. In addition, under the
contract, Yan Wang agrees to transfer his interest in the entity that operates
the Companys website in China upon his termination to the Company, or group of
employees selected by the Company.

Change of Control Agreements

On November 27, 2000, the Company entered into change of control
agreements with Daniel Mao, Yan Wang and Hurst Lin. On February 1, 2001 the
Company entered into a change of control agreement with Charles Chao. In these
agreements, the Company agreed to accelerate the vesting of all of these
employees options upon a change of control in which the successor corporation
does not assume such outstanding options. In addition, in connection with a
termination without cause or resignation for good reason (as defined in the
agreements) following a change of control, these employees will be entitled to
a lump sum payment equal to their annual salary and projected bonus as well as
a pro-rated amount of their bonus for the calendar or fiscal year of such
departure.

Compensation Committee Report on Executive Compensation

During the twelve-month period ended December 31, 2002, the Compensation
Committee of our Board of Directors (the Committee) consisted of Mr. Pehong
Chen and Mr. Lip-Bu Tan. The members of the Compensation Committee are
independent non-employee directors.

The following is a report of Committee describing the compensation
policies applicable to the Companys executive officers during the twelve-month
period ended December 31, 2002. The Committee is responsible for establishing
and monitoring the general compensation policies and compensation plans of the
Company, as well as the specific compensation levels for executive officers.
It also administers the granting of options to executive employees under the
Companys stock option plans.Executive officers who are also directors have
not participated in deliberations or decisions involving their own
compensation.

General Compensation Policy

Under the supervision of the Board of Directors, the Companys
compensation policy is designed to attract and retain qualified key executives
critical to the Companys growth and long-term success. It is the objective of
the Board of Directors to have a portion of each executives compensation
contingent upon the Companys performance as well as upon the individuals
personal performance. Accordingly, each executive officers compensation
package is comprised of three elements: (i) base salary which reflects
individual performance and expertise, (ii) variable bonus awards payable in
cash and tied to the achievement of certain performance goals that the Board of
Directors establishes from time to time for the Company and (iii) long-term
stock-based incentive awards which are designed to strengthen the mutuality of
interests between the executive officers and the Companys shareholders.

The summary below describes in more detail the factors which the Board of
Directors considers in establishing each of the three primary components of the
compensation package provided to the executive officers.

7



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##### Table of Contents



Base Salary

The level of base salary is established primarily on the basis of the
individuals qualifications and relevant experience, the strategic goals for
which he or she has responsibility, the compensation levels at companies which
compete with the Company for business and executive talent, and the incentives
necessary to attract and retain qualified management. Base salary is adjusted
each year to take into account the individuals performance and to maintain a
competitive salary structure. Company performance does not play a significant
role in the determination of base salary.

Cash-Based Incentive Compensation

Cash bonuses are awarded on a discretionary basis to executive officers on
the basis of their success in achieving designated individual goals and the
Companys success in achieving specific company-wide goals.

Long-Term Incentive Compensation
     The Company has utilized its stock option plans to provide executives and
other key employees with incentives to maximize long-term shareholder values.
Awards under this plan by the Board of Directors take the form of stock options
designed to give the recipient a significant equity stake in the Company and
thereby closely align his or her interests with those of the Companys
shareholders. Factors considered in making such awards include the
individuals position in the Company, his or her performance and
responsibilities, and internal comparability considerations.

Each option grant allows the executive officer to acquire shares of
ordinary shares at a fixed price per share (the fair market value on the date
of grant) over a specified period of time (up to 10 years). The options
typically vest in periodic installments over a four-year period, contingent
upon the executive officers continued employment with the Company, although
exceptions may be made when deemed necessary or appropriate. Accordingly, the
option will provide a return to the executive officer only if he or she remains
in the Companys service, and then only if the market price of the ordinary
shares appreciates over the option term. In addition to the stock option
plans, executive employees are eligible to participate in the Companys 1999
Employee Stock Purchase Plan.

Compensation of the Chief Executive Officer

Daniel Mao is the Companys Chief Executive Officer.

The factors discussed above in Base Salaries, Cash-Based Incentive
Compensation, and Long-Term Incentive Compensation were also applied in
establishing the amount of Mr. Maos salary and stock option grant.
Significant factors in establishing Mr. Maos compensation include his
performance and responsibilities, and internal comparability considerations.
Mr. Maos base salary for the twelve-month period ended December 31, 2002 was
$289,583. Mr. Mao received $131,250 in cash-based incentive compensation based
on achievement by the Company of quarterly performance metrics set by the
Board. In addition, he received a housing allowance of $33,000.

Deductibility of Executive Compensation

The Committee has considered the impact of Section 162(m) of the Internal
Revenue Code adopted under the Omnibus Budget Reconciliation Act of 1993, which
section disallows a deduction for any publicly held corporation for individual
compensation exceeding $1 million in any taxable year for the CEO and four
other most highly compensated executive officers, respectively, unless such
compensation meets the requirements for the performance-based exception to
Section 162(m). As the cash compensation paid by the Company to each of its
executive officers is expected to be below $1 million and the Committee
believes that options granted under the Companys Executive Plan and 1999
Executive Stock Plan to such officers will meet the requirements for qualifying
as performance-based, the Committee believes that Section 162(m) will not
affect the tax deductions available to the Company with respect to the
compensation of its executive officers. It is the Committees policy to
qualify, to the extent reasonable, its executive officers compensation for
deductibility under applicable tax law. However, the Company may from time to
time pay compensation to its executive officers that may not be deductible.

|                       
|-----------------------
|Compensation Committee:
|Pehong Chen            
|Lip-Bu Tan             

8



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Compensation Committee Interlocks and Insider Participation

No member of the compensation committee serves as a member of the board of
directors or compensation committee of any other entity that has one or more
executive officers serving as a member of our board of directors or
compensation committee. See Related Party Transactions for a description of
transactions between the Company and entities affiliated with the members of
the compensation committee.

STOCK PERFORMANCE GRAPH

The following graph compares the cumulative total shareholder return data
for the Companys shares since April 13, 2000 the date on which the Companys
shares were first registered under Section 12 of the Securities Exchange Act of
1934, (as amended) to the cumulative return over such period of (i) the Nasdaq
National Market Composite Index and (ii) the Morgan Stanley Internet Index
(MOX). The graph assumes that $100 was invested on April 13, 2000 in the
ordinary shares of the Company and in each of the comparative indices. The
graph further assumes that such amount was initially invested in the ordinary
shares of the Company at a per share price of $17.00, the price to which such
shares were first offered to the public by the Company on the date of its
initial public offering. The stock price performance on the following graph is
not necessarily indicative of future stock price performance.

COMPARISON OF CUMULATIVE TOTAL RETURN*
AMONG SINA CORPORATION, THE NASDAQ NATIONAL MARKET COMPOSITE INDEX
AND THE MORGAN STANLEY INTERNET INDEX

(PERFORMANCE GRAPH)



|* |  | Assumes $100 invested on April 13, 2000 in stock or index, including
reinvestment of dividends.
|- |  | -----------------------------------------------------------------------------------------------

|                              |  |           |        |           |  |            |        |           |  |            |       |           |  |            |       |  |  |   |       |  |  |   |       |  |  |   |       | 
|----------------------------- |  | --------- | ------ | --------- |  | ---------- | ------ | --------- |  | ---------- | ----- | --------- |  | ---------- | ----- |  |  | - | ----- |  |  | - | ----- |  |  | - | ----- | 
|                              |  | 4/13/2000 |        | 6/30/2000 |  | 12/29/2000 |        | 6/29/2001 |  | 12/31/2001 |       | 6/28/2002 |  | 12/31/2002
|                              |  |           |        |           |  |            |        |           |  |            |       |           |  |           
|SINA Corporation              |  | $         | 100.00 |           |  | $          | 213.50 |           |  | $          | 26.00 |           |  | $          | 13.25 |  |  | $ | 13.17 |  |  | $ | 14.58 |  |  | $ | 54.17 | 
|Nasdaq Composite Index        |  | $         | 100.00 |           |  | $          | 158.41 |           |  | $          | 98.68 |           |  | $          | 86.30 |  |  | $ | 77.90 |  |  | $ | 58.44 |  |  | $ | 53.34 | 
|Morgan Stanley
Internet Index |  | $         | 100.00 |           |  | $          | 1.17   |           |  | $          | 4.32  |           |  | $          | 2.94  |  |  | $ | 2.08  |  |  | $ | 1.14  |  |  | $ | 1.19  | 

9



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##### Table of Contents






Item 12.Security Ownership of Certain Beneficial Owners and Management

ORDINARY SHARE OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information that has been provided
to the Company with respect to the beneficial ownership of our ordinary shares
as of March 31, 2003 by:



| |  |  | each shareholder known to us to own beneficially more than 5% of the ordinary shares;               
| | - |  | ----------------------------------------------------------------------------------------------------
|
| |  |  | each director;                                                                                      
|
| |  |  | each of our executive officers listed in the Summary Compensation Table in this Proxy Statement; and
|
| |  |  | all our directors and executive officers as a group.                                                

Percentage of beneficial ownership is based on 46,765,237 ordinary shares
outstanding as of March 31, 2003, together with options that are exercisable
within 60 days of March 31, 2003 for each shareholder. Beneficial ownership is
determined in accordance with the rules of the SEC.

|                                                             |                                                                                                 |                          |                      |                          |                     |  |      |  | 
|------------------------------------------------------------ | ----------------------------------------------------------------------------------------------- | ------------------------ | -------------------- | ------------------------ | ------------------- |  | ---- |  | 
|                                                             |                                                                                                 |                          | Amount and Nature of |                          | Percent of Ordinary
|Name and Address of Beneficial Owners                        |                                                                                                 | Beneficial Ownership (#) |                      | Shares Outstanding(%)(1)
|                                                             |                                                                                                 |                          |                      |                         
|Entities affiliated with Yongji Duan (2)                     |                                                                                                 |                          | 8,849,024            |                          |                     |  | 18.9 | 
|                                                             | Stone Electronic Technology Limited
27/F, K. Wah Centre
191 Java Road, North Point
Hong Kong    |                          |                      |                          |                     |  |      |  | 
|Entities affiliated with Driehaus Capital                    |                                                                                                 |                          |                      |                          |                     |  |      | 
|Management, Inc. (3)                                         |                                                                                                 |                          | 2,753,327            |                          |                     |  | 5.9  | 
|                                                             | 25 East Erie
Chicago, IL 60611                                                                  |                          |                      |                          |                     |  |      |  | 
|Entities affiliated with Lip-Bu Tan (4)                      |                                                                                                 |                          | 1,401,234            |                          |                     |  | 3.0  | 
|                                                             | Walden International Investment Group
One California Street, 28th Floor
San Francisco, CA 94111 |                          |                      |                          |                     |  |      |  | 
|Daniel Chiang (5)                                            |                                                                                                 |                          | 1,819,914            |                          |                     |  | 3.9  | 
|Ter Fung Tsao (6)                                            |                                                                                                 |                          | 1,479,625            |                          |                     |  | 3.2  | 
|                                                             | c/o Helen Hsiao, 8F, Suite 801
136, Jean-Ai Road, SEC. 3
Taipei, Taiwan                         |                          |                      |                          |                     |  |      |  | 
|Daniel Mao (7)                                               |                                                                                                 |                          | 1,734,039            |                          |                     |  | 3.6  | 
|Hurst Lin (8)                                                |                                                                                                 |                          | 517,239              |                          |                     |  | 1.1  | 
|Pehong Chen (9)                                              |                                                                                                 |                          | 181,994              |                          |                     |  | *    | 
|                                                             | BroadVision, Inc.
585 Broadway
Redwood City, CA 94063                                           |                          |                      |                          |                     |  |      |  | 
|Charles Chao (10)                                            |                                                                                                 |                          | 173,186              |                          |                     |  | *    | 
|Yan Wang (11)                                                |                                                                                                 |                          | 167,582              |                          |                     |  | *    | 
|Yichen Zhang (12)                                            |                                                                                                 |                          | 52,500               |                          |                     |  | *    | 
|                                                             | CITIC
26/F CITIC Tower
1 Tim Mei Avenue, Central
Hong Kong                                      |                          |                      |                          |                     |  |      |  | 
|All directors and executive officers as
a group (10 persons) |                                                                                                 |                          | 16,376,337           |                          |                     |  | 33.5 | 



---

|* |  | Less than one percent of the outstanding ordinary shares.
|- |  | ---------------------------------------------------------

10



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##### Table of Contents





|(1) |  | For each named person, the percentage ownership includes ordinary shares
which the person has the right to acquire within 60 days after March 31,
2003. However, such shares shall not be deemed outstanding with respect
to the calculation of ownership percentage for any other person.
Beneficial ownership calculations for 5% stockholders are based solely on
publicly-filed Schedule 13Ds or 13Gs, which 5% stockholders are required
to file with the SEC, and which generally set forth ownership interests as
of December 31, 2003.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Includes 8,706,524 shares held by Sun Stone Media Group Limited (SSMG)
for whom Mr. Duan serves as a director and 142,500 shares issuable upon
exercise of options exercisable within 60 days of March 31, 2003. Mr.
Duan disclaims beneficial ownership of the shares in which he has no
pecuniary interest. The address for SSMG is 11F/A 1110, Hanwei Plaza, No.
7, Guanghua Road, Beijing, Peoples Republic of China.                                                                                                                    
|   
|(3) |  | Beneficial ownership calculation is based solely on a review of Schedule
13G filings made with the Securities and Exchange Commission. Such
filings set forth beneficial ownership as of December 31, 2002.                                                                                                                                                                                                                                                                                                                                     
|   
|(4) |  | Represents the shares owned by the entities affiliated with Lip-Bu Tan, a
director of SINA Corporation, as follows:                                                                                                                                                                                                                                                                                                                                                                                                                             



| |  |  | 372,840 shares held by China Walden Venture Investments Ltd.                                                                                                                                                                                                                                                                                                                                                                     
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | 110,252 shares held by CWV Investment, L.P. (Mr. Tan is a
director of and owns an interest in China Walden Management Ltd,
which is a general partner of CWV Investments, L.P. and serves as
fund manager for China Walden Venture Investments Ltd. The address
for both entities is 1501 CITIC Tower, 1 Tim Mei Avenue, Central,
Hong Kong).                                                                                    
|
| |  |  | 27,195 shares held by InfoTech Ventures, Ltd.                                                                                                                                                                                                                                                                                                                                                                                    
|
| |  |  | 43,561 shares held by WIIG Global Ventures Pte, Ltd. (Mr. Tan
is a director of and owns an interest in Walden International
Investment Group(s) Pte. Ltd., which serves as a fund manager for
InfoTech Ventures, Ltd. and WIIG Global Ventures Pte, Ltd. The
address for both entities is 396 Alexandra Road, #16-03 BP Tower,
Singapore 119954.)                                                                                
|
| |  |  | 326,788 shares held by Pacven Walden Ventures III, L.P.                                                                                                                                                                                                                                                                                                                                                                          
|
| |  |  | 386,237 shares held by Pacven Walden Ventures IV, L.P.                                                                                                                                                                                                                                                                                                                                                                           
|
| |  |  | 7,433 shares held by Pacven Walden Ventures IV Associates Fund,
L.P. (Mr. Tan is a director of and owns an interest in Pacven Walden
Management Co. Ltd., which is a general partner of the general
partners of Pacven Walden Ventures III, L.P., Pacven Walden Ventures
IV, L.P., and Pacven Walden Ventures IV Associates Fund, L.P. Address
for these entities is One California Street, 28th Floor, San
Francisco, CA 94111).
|
| |  |  | 47,881 shares held by Seed Ventures II Limited. (Mr. Tan is a
director of and owns an interest in Seed Ventures Management, which
serves as a fund manager for this entity. The address for this entity
is 396 Alexandria Road, #16-03 BP Tower, Singapore 119954).                                                                                                                                                              



|    |  | Mr. Tan shares voting and investment power with respect to the shares held
by the entities described above. He disclaims beneficial ownership of the
shares in which he has no pecuniary interest. Also includes 11,547 shares
held by a trust controlled by Mr. Tan and 67,500 shares issuable upon
exercise of options exercisable within 60 days of March 31, 2003.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(5) |  | Includes 10,972 shares held by his wife, 375,000 shares held DEPM
Investors, L.P. where Mr. Chiang and his wife serve as general partners,
169,471 shares held by Fongnien Daniel Chiang 1999 Grantor Retained
Annuity Trust and 376,291 shares issuable upon exercise of options
exercisable within 60 days of March 31, 2003.                                       
|   
|(6) |  | Includes 67,500 shares issuable upon exercise of options exercisable
within 60 days of March 31, 2003.                                                                                                                                                                                                                                                                
|   
|(7) |  | Includes 18,750 shares subject to repurchase upon cessation of employment
and 833,333 shares issuable upon exercise of options exercisable within 60
days of March 31, 2003.                                                                                                                                                                                          
|   
|(8) |  | Includes 15,626 shares subject to repurchase upon cessation of employment
and 100,833 shares issuable upon exercise of options exercisable within 60
days of March 31, 2003.                                                                                                                                                                                          

11



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##### Table of Contents





|(9)  |  | Includes 43,732 shares held by a trust controlled by Mr. Chen and 138,262
shares issuable upon exercise of options exercisable within 60 days of
March 31, 2003.
|---- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------
|    
|(10) |  | Includes 172,783 shares issuable upon exercise of options exercisable
within 60 days of March 31, 2003.                                                         
|    
|(11) |  | Consists of 167,582 shares issuable upon exercise of options exercisable
within 60 days of March 31, 2003.                                                      
|    
|(12) |  | Consists of 52,500 shares issuable upon exercise of options exercisable
within 60 days of March 31, 2003.                                                       

Except as otherwise indicated, the address of each person listed in the table
is SINA Corporation, Room 1802, United Plaza, No. 1468 Nanjing West Road,
Shanghai 200040, China, Attention: Corporate Secretary. The persons named in
the table have sole voting and investment power with respect to all ordinary
shares shown as beneficially owned by them, subject to community property laws
where applicable.




Item 13.Certain Relationships and Related Transactions

Certain employment and compensation arrangements between the Company and
its directors and executive officers are described in Item 11 under
Compensation of Executive Officers, Director Compensation, Employment
Agreements, and Change of Control Agreements.

Sun Television Relationship

Mr. Bruno Wu, former co-Chairman of the Company, has served as the
Executive Chairman and Chief Executive Officer of Sun Media Group Holdings
Limited (Sun Media), and his wife, Ms. Lan Yang, is the Chairman and Chief
Executive Officer of Sun Media. On September 28, 2001, SINA Corporation
completed its acquisition of 2,028,122,000 ordinary shares of Sun Media,
representing approximately 29% of Sun Media, from Ms. Yang for $7.9 million in
cash and 4,592,944 newly issued SINA ordinary shares. An additional 3,280,674
newly issued SINA ordinary shares was to be issued to Ms. Yang over the next 18
months upon the achievement of certain performance targets by Sun Media as
provided in the Share Purchase Agreement dated September 12, 2001. This
contingent consideration was, however, waived in by Ms. Yang in April 2002
pursuant to an amendment to the original Share Purchase Agreement. In
addition, as provided for in the Share Purchase Agreement, $4.0 million of the
cash consideration has been retained by SINA to satisfy Ms. Yangs commitment
to lend such amount to SINA in accordance with the terms of a loan agreement
between SINA and Ms. Yang. In turn, SINA lent the amount of $4.0 million to
Sun Media in accordance with the terms of a loan agreement between SINA and Sun
Media. In April 2002, both loan facilities were terminated through mutual
agreements and all the accrued interests on the loans were waived. As a
result, Sun Media repaid $4.0 million directly to Ms. Yang. As part of the
acquisition, we will work with Sun Media to cross-sell, cross-promote and
develop and syndicate content for broadband and cross-media. Daniel Mao, our
Chief Executive Officer, and Charles Chao, our Chief Financial Officer, became
members of Sun Medias board of directors as a result of the transaction. As
part of the transaction, Mr. Wu became a director and co-chairman of the board
of directors of SINA and is entitled to a fee of $100,000 on an annualized
basis for his consulting service to SINA in accordance with the terms of a
consulting agreement between SINA and Mr. Wu. In April 2002, Mr. Wu resigned
as a director of the Company and the consulting agreement was terminated.

Agreements Involving BSIT

Our subsidiary Beijing SINA Information Technology Co., Ltd. (formerly
known as Beijing Stone Rich Sight Information Technology Co., Ltd.) (BSIT),
has entered into a loan agreement with Wang Zhidong, our former President,
Chief Executive Officer and Director, and a loan agreement with Yan Wang, our
current President, pursuant to which we agreed to provide Wang Zhidong an
interest-free loan of RMB700,000 and Yan Wang an interest-free loan of
RMB300,000, for the purposes of providing capital to Beijing SINA Internet
Information Services Co., Ltd. (the ICP Company), an Internet content
provider that operates the Companys website in China. Prior to his departure,
Wang Zhidong owned 70% of outstanding shares of the ICP Company and the other
30% of the outstanding shares of the ICP Company were owned by Yan Wang.
Pursuant to his departure, Wang Zhidong entered into a share transfer agreement
dated August 15, 2001 whereby he transferred his entire ownership in the ICP
Company to Daniel Mao, our Chief Executive Officer, and four non-executive
employees of BSIT. With BSITs consent, Wang Zhidong transferred his repayment
obligation of the RMB700,000 loan, which he borrowed from BSIT for purposes of
setting up the ICP Company, to Daniel Mao, our Chief Executive Officer, and
four non-executive employees of BSIT. Pursuant to the Debt Transfer and
Assumption Agreement dated August 15, 2001, Daniel Mao assumed RMB300,000 of
the loan from Wang Zhidong and each of the four employees assumed RMB100,000 of
such loan. On August 16, 2001, BSIT, entered into a Repayment Agreement with
Mr. Mao, Yan Wang and the four non-

12



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##### Table of Contents



executive BSIT employees. Pursuant to the Repayment Agreement, these
employees agreed to transfer their ownership in the ICP Company to any person
specified by BSIT so long as such transfer would not violate Chinese law.

In addition, BSIT has agreed to provide Yan Wang interest free loans of
RMB750,000 for purposes of setting up Beijing SINA Interactive Advertising Co.,
Ltd., (the Ad Company), and RMB300,000 for purposes of setting up Guangdong
SINA Internet Information Service Co., Ltd., or GSIIS. The Ad Company is 75%
owned by Mr. Wang and 25% owned by BSIT, GSIIS is 10% owned by Mr. Wang and 90%
owned by five non-executive employees of BSIT.

Indebtedness of Management

On June 17, 1999, we granted Daniel Mao, our current Chief Executive
Officer, an option to purchase 900,000 of our ordinary shares at an exercise
price of $.6667 per share under our 1999 Stock Plan. This option was
immediately exercisable subject to our right to repurchase at cost any shares
that remain unvested upon cessation of employment. In connection with the
exercise of this option on July 28, 1999, we provided a loan to Mr. Mao,
pursuant to a full recourse note, in the principal amount of $600,000 with an
interest rate of 5.74% per annum, due on July 28, 2004. This loan has not been
amended since its issuance. The entire principal amount of this loan, plus
accrued interest is currently outstanding.

On August 31, 1999, we granted Hurst Lin, our current Executive Vice
President of Global Business Development, an option to purchase 150,000 of our
ordinary shares at an exercise price of $1.00 per share under our 1999 Stock
Plan. This option was immediately exercisable subject to our right to
repurchase at cost any shares that remain unvested upon cessation of
employment. In connection with the exercise of this option on September 30,
1999, we provided a loan to Mr. Lin, pursuant to a full recourse note, in the
principal amount of $150,000 with an interest rate of 5.87% per annum, due on
September 30, 2004. This loan has not been amended since its issuance. The
entire principal amount of this loan, plus accrued interest is currently
outstanding.

BSIT, one of our subsidiaries, agreed to provide Yan Wang, our current
President, an interest-free loan of RMB300,000 for purposes of providing
capital to the ICP Company in 1999, an interest-free loan of RMB300,000 for
purposes of providing capital to GSIIS, in 2001 and an interest-free loan of
RMB750,000 for the purposes of providing capital to the Ad Company in 1999.
The entire principal amount of each of these loans is currently outstanding.

BSIT has agreed to provide Wang Zhidong an interest-free loan of
RMB700,000 for purposes of providing capital to the ICP Company. As a result
of the transfer of shares of the ICP Company from Wang Zhidong to Mr. Mao and
the four non-executive employees of BSIT, Mr. Mao assumed RMB300,000 of the
loan from Wang Zhidong and each of the four employees assumed RMB100,000 of
such loan in August 2001. The entire principal amount of each of these loans
is currently outstanding.

Indemnification Agreements

We have entered into indemnification agreements with our officers and
directors containing provisions which may require us, among other things, to
indemnify our officers and directors against certain liabilities that may arise
by reason of their status or service as officers or directors, other than
liabilities arising from willful misconduct of a culpable nature, and to
advance their expenses incurred as a result of any proceeding against them as
to which they could be indemnified.

Registration Rights Agreements

Some of our shareholders are entitled to have their shares registered by
us for resale.

13



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##### Table of Contents



SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, SINA.com has duly caused this report to be signed on its
behalf by the undersigned, thereto duly authorized.

| |          |                                                     
| | -------- | ----------------------------------------------------
| | SINA.COM
| |          |                                                     
| |          | /s/        Charles Chao                             
| | By:      |                                                     
| |          | Charles Chao                                        
| |          | Chief Financial Officer and Executive Vice President

Date: April 30, 2003

Pursuant to the requirements of the Securities Act of 1934, this Amendment
No. 1 on From 10-K has been signed by the following persons in the capacities
and on the dates indicated:

|                                |  |                                                                                                   |  |               
|------------------------------- |  | ------------------------------------------------------------------------------------------------- |  | --------------
|Signature                       |  | Title                                                                                             |  | Date          
|                                |  |                                                                                                   |  |               
|*Daniel Mao                     |  | Chief Executive Officer and Director
(Principal Executive Officer)                                |  | April 30, 2003
|                               
|/s/    CHARLES CHAOCharles Chao |  | Chief Financial Officer and Executive Vice
President
(Principal Financial and Accounting Officer) |  | April 30, 2003
|                               
|*Daniel Chiang                  |  | Chairman of the Board                                                                             |  | April 30, 2003
|                               
|*Pehong Chen                    |  | Director                                                                                          |  | April 30, 2003
|                               
|*Yongji Duan                    |  | Director                                                                                          |  | April 30, 2003
|                               
|*Lip-Bu Tan                     |  | Director                                                                                          |  | April 30, 2003
|                               
|*Ter-Fung Tsao                  |  | Director                                                                                          |  | April 30, 2003
|                               
|*Yichen Zhang                   |  | Director                                                                                          |  | April 30, 2003



|* |  | This Amendment No. 1 on Form 10-K/A was executed by Charles Chao pursuant
to a Power of Attorney filed with the Securities and Exchange Commission
on March 31, 2003 in connection with the Registrants Annual Report on
Form 10-K for the transition period from July 1, 2002 to December 31,
2002.
|- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

14



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##### Table of Contents



302 CERTIFICATION

I, Daniel Mao, certify that:



|1. |  | I have reviewed this transition report on Form 10-K of SINA CORPORATION;                                                                                                                                                                                                                                                        
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|2. |  | Based on my knowledge, this transition 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 light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this transition report;
|  
|3. |  | The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
have:                                                                                                       



| | a. |  | designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this transition
report is being prepared;
| | -- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | b. |  | evaluated the effectiveness of the registrants disclosure controls
and procedures as of a date within 90 days prior to the filing date of
this transition report (the Evaluation Date); and                                                                                                  
|
| | c. |  | presented in this transition report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;                                                                                                                        



|4. |  | The registrants other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrants auditors and the audit
committee of the registrants board of directors (or persons performing
the equivalent functions):
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a. |  | all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrants ability to
record, process, summarize and report financial data and have
identified for the registrants auditors any material weaknesses in
internal controls; and
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | b. |  | any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrants
internal controls; and                                                                                                                                        



|5. |  | The registrants other certifying officers and I have indicated in this
transition report whether or not there were significant changes in
internal controls or in other factors that could significantly affect
internal controls subsequent to the date of our most recent evaluation,
including any corrective actions with regard to significant deficiencies
and material weaknesses.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Date: April 30, 2003

|                                    
|------------------------------------
|By:    /s/ DANIEL MAO               
|                                    
|Daniel Mao                          
|                                    
|Chief Executive Officer and Director

15



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##### Table of Contents



302 CERTIFICATION

I, Charles Chao, certify that:



|1. |  | I have reviewed this transition report on Form 10-K of SINA CORPORATION;                                                                                                                                                                                                                                                        
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|2. |  | Based on my knowledge, this transition 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 light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this transition report;
|  
|3. |  | The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
have:                                                                                                       



| | a. |  | designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this transition
report is being prepared;
| | -- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | b. |  | evaluated the effectiveness of the registrants disclosure controls
and procedures as of a date within 90 days prior to the filing date of
this transition report (the Evaluation Date); and                                                                                                  
|
| | c. |  | presented in this transition report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;                                                                                                                        



|4. |  | The registrants other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrants auditors and the audit
committee of the registrants board of directors (or persons performing
the equivalent functions):
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a. |  | all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrants ability to
record, process, summarize and report financial data and have
identified for the registrants auditors any material weaknesses in
internal controls; and
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | b. |  | any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrants
internal controls; and                                                                                                                                        



|5. |  | The registrants other certifying officers and I have indicated in this
transition report whether or not there were significant changes in
internal controls or in other factors that could significantly affect
internal controls subsequent to the date of our most recent evaluation,
including any corrective actions with regard to significant deficiencies
and material weaknesses.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Date: April 30, 2003

|                                                       
|-------------------------------------------------------
|By:       /s/ CHARLES CHAO
                Charles Chao
|                                                       
|Chief Financial Officer and Executive Vice President   

16



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##### Table of Contents



EXHIBIT INDEX

|        |  |   |  |                   |  |  |  | 
|------- |  | - |  | ----------------- |  |  |  | 
|Exhibit |  |   |  |                   |  |  |  | 
|Number  |  |   |  | Description       |  |  |  | 
|        |  |   |  |                   |  |  |  | 
|99.1    |  |  |  | 906 Certification

17