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Document and Entity Information	12 Months Ended
Document and Entity Information	Dec. 31, 2015 shares
Document and Entity Information [Abstract]
Document Type	20-F
Document Period End Date	Dec. 31, 2015
Amendment Flag	false
Entity Registrant Name	Baozun Inc.
Entity Central Index Key	0001625414
Entity Current Reporting Status	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	FY
Entity Common Stock, Shares Outstanding	151,471,369

CONSOLIDATED BALANCE SHEETS ¥ in Thousands, $ in Thousands	Dec. 31, 2015 USD ($)	Dec. 31, 2015 CNY (¥)	Dec. 31, 2014 CNY (¥)
Current assets:
Cash and cash equivalents	$ 121,531	¥ 787,257	¥ 206,391
Restricted cash	7,432	48,144	37,900
Short-term investment	7,719	50,000
Accounts receivable, net of allowance for doubtful accounts of RMB408 and RMB670 as of December 31, 2014 and 2015, respectively	56,312	364,782	229,502
Inventories	51,614	334,347	242,978
Advances to suppliers	5,352	34,668	49,740
Deferred tax assets	2,133	13,815
Prepayments and other current assets	17,309	112,122	37,897
Amounts due from related parties	5,799	37,565	15,149
Total current assets	275,201	1,782,700	819,557
Investments in cost method investees	2,054	13,307	5,625
Property and equipment, net	9,140	59,208	30,223
Intangible assets, net	3,107	20,128	14,668
Other non-current assets	2,135	13,830	2,441
TOTAL ASSETS	291,637	1,889,173	872,514
Current liabilities:
Accounts payable (including accounts payable of consolidated VIE without recourse to the Company of RMB569 and RMB1,783 as of December 31, 2014 and 2015, respectively)	70,625	457,493	300,007
Note payable	4,799	31,088	17,000
Income tax payables	1,203	7,793	2,196
Accrued expenses and other current liabilities (including other current liabilities of the consolidated VIE without recourse to the Company of RMB3,678 and RMB45,078 as of December 31, 2014 and 2015, respectively)	23,288	150,859	66,786
Amounts due to related parties	1,153	7,469	7,469
Total current liabilities	101,068	654,702	393,458
TOTAL LIABILITIES	101,068	654,702	393,458
Commitments (Note 14)
Shareholders' equity (deficit):
Ordinary shares (US$0.0001 par value; 500,000,000 shares authorized, 28,058,820 and 151,471,369 shares issued and outstanding as of December 31, 2014 and 2015, respectively)	14	93	17
Additional paid-in capital	237,066	1,535,665	3,755
Accumulated deficit	(49,477)	(320,499)	(327,205)
Accumulated other comprehensive income	2,966	19,212	1,204
Total shareholders' equity (deficit)	190,569	1,234,471	(322,229)
TOTAL LIABILITIES, CONVERTIBLE REDEEMABLE PREFERRED SHARES AND SHAREHOLDERS' EQUITY (DEFICIT)	291,637	1,889,173	872,514
Series A Preferred Stock [Member]
Convertible redeemable preferred shares:
Convertible redeemable preferred shares			55,924
Series B Preferred Stock [Member]
Convertible redeemable preferred shares:
Convertible redeemable preferred shares			202,125
Series C1 Preferred Stock [Member]
Convertible redeemable preferred shares:
Convertible redeemable preferred shares			355,176
Series C2 Preferred Stock [Member]
Convertible redeemable preferred shares:
Convertible redeemable preferred shares			37,630
Series D Preferred Stock [Member]
Convertible redeemable preferred shares:
Convertible redeemable preferred shares			¥ 150,430

CONSOLIDATED BALANCE SHEETS (Parenthetical) ¥ in Thousands, $ in Thousands	Dec. 31, 2015 USD ($) $ / shares shares	Dec. 31, 2015 CNY (¥) shares	Dec. 31, 2014 $ / shares	Dec. 31, 2014 CNY (¥) shares	Oct. 31, 2014 $ / shares	Dec. 31, 2013 $ / shares	Dec. 31, 2013 CNY (¥)
Accounts receivable, allowance for doubtful accounts \| ¥		¥ 670		¥ 408			¥ 1,947
Accounts payable	$ 70,625	457,493		300,007
Other current liabilities	$ 23,288	¥ 150,859		¥ 66,786
Convertible redeemable preferred shares:
Par value \| $ / shares						$ 0.0001
Ordinary shares:
Par value \| $ / shares	$ 0.0001		$ 0.0001			$ 0.0001
Shares authorized	500,000,000	500,000,000		500,000,000
Shares issued	151,471,369	151,471,369		28,058,820
Shares outstanding	151,471,369	151,471,369		28,058,820
VIE [Member]
Accounts payable \| ¥		¥ 1,783		¥ 569
Other current liabilities \| ¥		¥ 45,078		¥ 3,678
Series A [Member]
Convertible redeemable preferred shares:
Par value \| $ / shares			0.0001
Shares authorized				19,622,241
Shares issued				19,622,241
Shares outstanding				19,622,241
Redemption value \| ¥				¥ 55,924
Liquidation preference \| ¥				¥ 49,098
Series B [Member]
Convertible redeemable preferred shares:
Par value \| $ / shares			0.0001
Shares authorized				26,532,203
Shares issued				26,532,203
Shares outstanding				26,532,203
Redemption value \| ¥				¥ 202,125
Liquidation preference \| ¥				¥ 198,088
Series C1 [Member]
Convertible redeemable preferred shares:
Par value \| $ / shares			0.0001
Shares authorized				29,056,332
Shares issued				29,056,332
Shares outstanding				29,056,332
Redemption value \| ¥				¥ 355,176
Liquidation preference \| ¥				¥ 403,417
Series C2 [Member]
Convertible redeemable preferred shares:
Par value \| $ / shares			0.0001
Shares authorized				1,925,063
Shares issued				1,925,063
Shares outstanding				1,925,063
Redemption value \| ¥				¥ 21,715
Liquidation preference \| ¥				¥ 31,445
Series D [Member]
Convertible redeemable preferred shares:
Par value \| $ / shares			$ 0.0001		$ 0.0001
Shares authorized				7,504,324
Shares issued				7,504,324
Shares outstanding				7,504,324
Redemption value \| ¥				¥ 150,430
Liquidation preference \| ¥				¥ 220,689

CONSOLIDATED STATEMENTS OF OPERATIONS ¥ in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2015 USD ($) $ / shares shares	Dec. 31, 2015 CNY (¥) ¥ / shares shares	Dec. 31, 2014 CNY (¥) ¥ / shares shares	Dec. 31, 2013 CNY (¥) ¥ / shares shares
Net revenues
Product sales	$ 299,585	¥ 1,940,649	¥ 1,187,162	¥ 1,274,746
Services (including related-party revenues of RMB12,677, RMB622 and RMB7,850 for the years ended December 31, 2013, 2014 and 2015, respectively)	101,546	657,794	397,258	247,090
Total net revenues	401,131	2,598,443	1,584,420	1,521,836
Operating expenses:
Cost of products	(267,964)	(1,735,820)	(1,086,133)	(1,245,832)
Fulfillment	(50,196)	(325,159)	(168,130)	(116,432)
Sales and marketing	(62,293)	(403,519)	(226,952)	(146,202)
Technology and content	(9,254)	(59,946)	(63,607)	(16,120)
General and administrative	(11,374)	(73,678)	(96,911)	(38,160)
Other operating income (expenses), net	1,255	8,130	457	(75)
Total operating expenses	(399,826)	(2,589,992)	(1,641,276)	(1,562,821)
Income (Loss) from operations	1,305	8,451	(56,856)	(40,985)
Other income (expenses):
Interest income	1,364	8,834	3,156	4,574
Interest expense			(1,552)	(677)
Gain on disposal of investment	1,493	9,674
Exchange loss	(19)	(124)	(2,650)	(376)
Income (loss) before income tax and share of loss in equity method investment	4,143	26,835	(57,902)	(37,464)
Income tax (expense) benefit	930	6,022	(1,912)	(307)
Share of loss in equity method investment	(1,580)	(10,236)
Net Income (loss)	3,493	22,621	(59,814)	(37,771)
Deemed dividend from issuance of convertible redeemable preferred shares			(16,666)
Change in redemption value of convertible redeemable preferred shares	(3,911)	(25,332)	(79,169)	(61,435)
Net loss attributable to ordinary shareholders	$ (418)	¥ (2,711)	¥ (155,649)	¥ (99,206)
Net loss per share attributable to ordinary shareholders:
Basic \| (per share)	$ 0.00	¥ (0.03)	¥ (5.31)	¥ (3.31)
Diluted \| (per share)	0.00	(0.03)	(5.31)	(3.31)
Net loss per American depositary shares ("ADS") attributable to ordinary shareholders:
Basic \| (per share)	(0.01)	(0.08)	(15.93)	(9.93)
Diluted \| (per share)	$ (0.01)	¥ (0.08)	¥ (15.93)	¥ (9.93)
Weighted average shares used in calculating net loss per ordinary share:
Basic	102,987,119	102,987,119	29,314,067	29,983,883
Diluted	102,987,119	102,987,119	29,314,067	29,983,883

CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - CNY (¥) ¥ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract]
Related-party revenues	¥ 7,850	¥ 622	¥ 12,677

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) ¥ in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2015 USD ($)	Dec. 31, 2015 CNY (¥)	Dec. 31, 2014 CNY (¥)	Dec. 31, 2013 CNY (¥)
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) [Abstract]
Net income (loss)	$ 3,493	¥ 22,621	¥ (59,814)	¥ (37,771)
Other comprehensive (loss) income, net of tax of nil:
Foreign currency translation adjustment	2,780	18,008	1,249	(45)
Comprehensive income (loss)	$ 6,273	¥ 40,629	¥ (58,565)	¥ (37,816)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIT) ¥ in Thousands, $ in Thousands	USD ($) shares	CNY (¥) shares	Series A Preferred Stock [Member] CNY (¥) shares	Series B Preferred Stock [Member] CNY (¥) shares	Series C1 Preferred Stock [Member] CNY (¥) shares	Series C2 Preferred Stock [Member] CNY (¥)	Series D Preferred Stock [Member] CNY (¥)	Ordinary shares [Member] CNY (¥) shares	Ordinary shares [Member] Series A Preferred Stock [Member] CNY (¥) shares	Ordinary shares [Member] Series B Preferred Stock [Member] CNY (¥) shares	Ordinary shares [Member] Series C1 Preferred Stock [Member] CNY (¥) shares	Ordinary shares [Member] Series C2 Preferred Stock [Member] CNY (¥) shares	Ordinary shares [Member] Series D Preferred Stock [Member] CNY (¥) shares	Additional paid-in capital [Member] CNY (¥)	Additional paid-in capital [Member] Series A Preferred Stock [Member] CNY (¥)	Additional paid-in capital [Member] Series B Preferred Stock [Member] CNY (¥)	Additional paid-in capital [Member] Series C1 Preferred Stock [Member] CNY (¥)	Additional paid-in capital [Member] Series C2 Preferred Stock [Member] CNY (¥)	Additional paid-in capital [Member] Series D Preferred Stock [Member] CNY (¥)	Subscription receivables [Member] CNY (¥)	Accumulated deficit CNY (¥)	Accumulated deficit Series C2 Preferred Stock [Member] CNY (¥)	Accumulated other comprehensive income (loss) [Member] CNY (¥)
Beginning balance at Dec. 31, 2012		¥ (144,630)																			¥ (144,630)
Beginning balance, shares at Dec. 31, 2012 \| shares								29,983,883
Subscription of ordinary shares in the Redomiciliation								¥ 18												(18)
Net income (loss)		(37,771)																			(37,771)
Deemed dividend from issuance of preferred share series C2 (Note 17)
Share-based compensation		11,506												11,506
Conversion of preferred shares into class A ordinary shares upon IPO, shares \| shares			19,622,241	26,532,203	29,056,332
Change in redemption value of convertible redeemable preferred shares		(61,435)	¥ 5,523	¥ 17,987	¥ 37,925									(11,506)							(49,929)
Foreign currency translation adjustment		(45)																					(45)
Ending balance at Dec. 31, 2013		(232,375)						¥ 18												(18)	(232,330)		(45)
Ending balance, shares at Dec. 31, 2013 \| shares								29,983,883
Net income (loss)		(59,814)																			(59,814)
Repurchase of ordinary shares (Note 16)		¥ (20,963)						¥ (1)												1	(20,963)
Repurchase of ordinary shares (Note 16), shares \| shares	(1,925,063)	(1,925,063)						(1,925,063)
Payment of ordinary shares		¥ 17																		17
Deemed dividend from issuance of preferred share series C2 (Note 17)		(16,666)				(16,666)												¥ (3,039)				¥ (13,627)
Consolidation of VIE		529												1,000							(471)
Share-based compensation		84,963												84,963
Change in redemption value of convertible redeemable preferred shares		(79,169)	6,214	21,943	46,328		4,684							(79,169)
Foreign currency translation adjustment		1,249																					1,249
Ending balance at Dec. 31, 2014		¥ (322,229)						¥ 17						3,755							(327,205)		1,204
Ending balance, shares at Dec. 31, 2014 \| shares	28,058,820	28,058,820						28,058,820
Net income (loss)	$ 3,493	¥ 22,621																			22,621
Repurchase of ordinary shares (Note 16)		(13,958)						¥ (1)						(13,957)
Repurchase of ordinary shares (Note 16), shares \| shares								(803,811)
Deemed dividend from issuance of preferred share series C2 (Note 17)
Issuance of ordinary shares upon initial public offering ("IPO"), net of issuance cost of RMB80,962		¥ 703,388						¥ 24						703,364
Issuance of ordinary shares upon initial public offering ("IPO"), net of issuance cost of RMB80,962, shares \| shares	37,950,000	37,950,000						37,950,000
Share-based compensation		¥ 25,195												25,195
Conversion of preferred shares into class A ordinary shares upon IPO			57,572	208,082	367,629	37,630	155,704		¥ 12	¥ 16	¥ 18	¥ 1	¥ 5		¥ 57,560	¥ 208,066	¥ 367,611	¥ 37,629	¥ 155,699
Conversion of preferred shares into class A ordinary shares upon IPO, shares \| shares									19,622,241	26,532,203	29,056,332	1,925,063	7,504,324
Exercise of share options		¥ 161						¥ 1						160
Exercise of share options, shares \| shares	1,626,197	1,626,197						1,626,197
Change in redemption value of convertible redeemable preferred shares	$ (3,911)	¥ (25,332)	¥ 1,648	¥ 5,957	¥ 12,453		¥ 5,274							(9,417)							(15,915)
Foreign currency translation adjustment	2,780	18,008																					18,008
Ending balance at Dec. 31, 2015	$ 190,569	¥ 1,234,471						¥ 93						¥ 1,535,665							¥ (320,499)		¥ 19,212
Ending balance, shares at Dec. 31, 2015 \| shares	151,471,369	151,471,369						151,471,369

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIT) (Parenthetical) ¥ in Thousands	12 Months Ended
	Dec. 31, 2015 CNY (¥)
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIT) [Abstract]
Issuance of ordinary shares upon initial public offering ("IPO"), issuance cost	¥ 80,962

CONSOLIDATED STATEMENTS OF CASH FLOWS ¥ in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2015 USD ($)	Dec. 31, 2015 CNY (¥)	Dec. 31, 2014 CNY (¥)	Dec. 31, 2013 CNY (¥)
Cash flows from operating activities:
Net income (loss)	$ 3,493	¥ 22,621	¥ (59,814)	¥ (37,771)
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities:
Allowance for doubtful accounts	40	262	388	2,036
Inventory write-down	3,261	21,125	12,497	11,992
Share-based compensation	3,889	25,195	84,963	11,506
Depreciation and amortization	3,573	23,145	13,252	7,188
Deferred income tax	(2,133)	(13,815)
Loss on disposal of property and equipment	136	880	271	219
Gain on disposal of investment	(1,493)	(9,674)
Share of loss in equity method investment	1,580	10,236
Exchange loss	19	124	2,650	376
Changes in operating assets and liabilities:
Accounts receivable	(20,924)	(135,542)	(123,456)	(51,101)
Inventories	(17,366)	(112,494)	(122,128)	(72,927)
Advances to suppliers	2,327	15,072	(10,671)	(19,793)
Prepayments and other current assets	(10,935)	(70,832)	(16,866)	(5,866)
Amounts due from related parties	(3,460)	(22,416)	(8,023)	9,615
Other non-current assets	(1,758)	(11,389)	(994)	(116)
Accounts payable	26,319	170,486	126,561	116,832
Note payable	168	1,088	17,000
Income tax payables	864	5,597	1,889	307
Accrued expenses and other current liabilities	12,741	82,533	15,993	24,213
Net cash provided by (used in) operating activities	341	2,202	(66,488)	(3,290)
Cash flows from investing activities:
Purchases of property and equipment	(7,174)	(46,470)	(19,760)	(14,839)
Disposals of property and equipment				6
Additions of intangible assets	(1,851)	(11,991)	(9,331)	(7,023)
Investment in cost method investees	(1,186)	(7,682)		(5,625)
Payment for equity method investment	(1,631)	(10,562)
Consideration of partial disposal of equity method investment	1,544	10,000
Increase in restricted cash	(1,581)	(10,244)	(1,900)	(36,000)
Purchases of short-term investment	(7,719)	(50,000)
Cash acquired upon consolidation of VIE			446
Net cash used in investing activities	(19,598)	(126,949)	(30,545)	(63,481)
Cash flows from financing activities:
Proceeds from issuance of ordinary shares upon initial public offering	121,083	784,350
Payment of initial public offering costs	(11,932)	(77,289)	(2,128)
Proceeds from short-term borrowings			160,000	55,477
Repayments of short-term borrowings			(160,000)	(104,251)
Proceeds from amounts due to related parties			68,941
Repayment of amounts due to related parties			(61,472)	(12,000)
Proceeds from shareholders' payment for ordinary shares			17
Proceeds from issuance of convertible redeemable preferred shares			145,746	12,000
Proceeds from exercises of share options	25	161
Payment for ordinary shares repurchase	(2,155)	(13,958)
Advances for ordinary shares repurchase	(852)	(5,521)
Net cash (used in) provided by financing activities	106,169	687,743	151,104	(48,774)
Net (decrease) increase in cash and cash equivalents	86,912	562,996	54,071	(115,545)
Cash and cash equivalents, beginning of year	31,861	206,391	154,156	270,077
Effect of exchange rate changes on cash and cash equivalents	2,758	17,870	(1,836)	(376)
Cash and cash equivalents, end of year	121,531	787,257	206,391	154,156
Supplemental disclosure of cash flow information:
Cash paid for interest			1,552	1,681
Cash paid for income tax	339	2,196	23
Supplemental disclosures of non-cash financing activities:
Accrued initial public offering costs	$ 238	¥ 1,545

Organization and Principal Activities

12 Months Ended

Dec. 31, 2015

Organization and Principal Activities [Abstract]

Organization and Principal Activities

1. Organization and Principal Activities

Baozun Inc. (the “Company”) was incorporated under the laws of Cayman Islands on December 18, 2013. The Company, its subsidiaries and its VIE (collectively referred to as the “Group”) are principally engaged to provide its customers with end-to-end e-commerce solutions including the sales of apparel, home and electronic products, online store design and setup, visual merchandising and marketing, online store operations, customer services, warehousing and order fulfillment.

In March 2014, the Group expanded their business and commenced their own online marketplace, Maikefeng, which operates as a mobile application and offers branded products at discounted prices. To comply with the PRC law and regulations which restrict foreign ownership of companies that provide value-added telecommunication services in China, Shanghai Baozun entered into a series of contractual arrangements in April and July 2014 with Shanghai Zunyi Business Consulting Ltd. (“Shanghai Zunyi” or “VIE”) and its respective shareholders through which the Company became the primary beneficiary of Shanghai Zunyi. Shanghai Zunyi was established in December 2010 and had no operations before July 2014. The Group began to consolidate Shanghai Zunyi in July 2014 upon entering into the VIE arrangements with Shanghai Zunyi.

As of December 31, 2015, the Company's major subsidiaries and VIE are as follows:


	Date of incorporation	Place of incorporation	Legal ownership
Subsidiaries:
Baozun Hong Kong Holding Limited	10-Jan-14	HK		100	%
Shanghai Baozun E-Commerce Limited	11-Nov-03	PRC		100	%
Shanghai Bodao E-Commerce Limited	30-Mar-10	PRC		100	%
Shanghai Yingsai Advertisement Limited	30-Mar-10	PRC		100	%
Baozun Hongkong Limited	11-Sep-13	HK		100	%
Shanghai Fengbo E-Commerce Limited	29-Dec-11	PRC		100	%
Baozun Hongkong Investment Limited	21-July-15	HK		100	%

VIE:
Shanghai Zunyi Business Consulting Ltd.	31-Dec-10	PRC		N/A

History of the Group and reorganization under identical common ownership

The Group's history began in November 2003 with the commencement of operations of Shanghai Baozun E-Commerce Limited (“Shanghai Baozun”), a limited liability company incorporated by the People's Republic of China (“PRC”) by Mr. Vincent Wenbin Qiu, CEO of the Group, and 5 other individual founders (collectively known as “the Founding Shareholders”).

From December 2009 to September 2012, Alibaba Investment Limited (“Alibaba”), Private Opportunities (Mauritius) I Limited (“Private Opportunities”), GS Investment Partners (Mauritius) I limited (“GS Investment”), Stelca Holding Ltd (“Stelca Holding”), New Access Capital Fund (“New Access”), Crescent Castle Holdings Ltd (“Crescent Castle”) and Infinity I-China Investment (Israel) L.P (“Infinity”) (collectively known as the “Investors”) each acquired 25.16%, 5.81%, 3.88%, 1.53%, 3.86%, 24.80% and 6.46%, respectively of equity interest in Shanghai Baozun.

Starting December 2013, pursuant to a framework agreement entered into by the Founding Shareholders and all of the Investors, the Company undertook a series of reorganization transactions to redomiclie its business from PRC to the Cayman Islands (the “Redomiciliation”). The main purpose of the Redomiciliation is to establish a Cayman holding company for the existing business in preparation for its overseas initial public offering. The Redomiciliation was subject to PRC government approval and executed in the following steps:

1)	In December 2013, the Company was incorporated in the Cayman Islands to be the holding company of the Group. The Founding Shareholders subscribed to 29,983,883 ordinary shares of the Company at par value of US$0.0001 per share.

Upon obtaining all necessary approvals from the PRC government in May 2014, the Investors subscribed for convertible redeemable preferred shares at no consideration, all in the same proportions, on an as converted basis, as the percentage of equity interest they held in Shanghai Baozun in June 2014. Upon the issuance of preferred shares and ordinary shares issued in step 1), the equity structure of the Company is identical to that of Shanghai Baozun. See Note 17 for details of preferred shares issued to the Investors.

3)	In July 2014, the Company legally acquired 100% of the equity interest of Shanghai Baozun from the Founding Shareholders and the Investors, thus Shanghai Baozun became a wholly owned subsidiary of the Company.

Upon the completion of the Redomiciliation, the Company's shares and per share information including the basic and diluted earnings (loss) per share have been presented retrospectively as of the beginning of the earliest period presented on the consolidated financial statements.

The VIE arrangements

Applicable PRC laws and regulations currently limit foreign ownership of companies that provide internet content distribution services. The Company is deemed a foreign legal person under PRC laws and accordingly subsidiaries owned by the Company are ineligible to engage in provisions of internet content or online services. The Group therefore conducts its online marketplace business, Maikefeng through its consolidated VIE, Shanghai Zunyi.

Shanghai Zunyi was established by two of the Company's Founding Shareholders in December 2010 and had no operations until July 2014 when the Group transferred the Maikefeng online marketplace business to Shanghai Zunyi. To provide the Group effective control over Shanghai Zunyi and receive substantially all of the economic benefits of Shanghai Zunyi, Shanghai Baozun entered into a series of contractual arrangements, described below, with Shanghai Zunyi and its individual shareholders.

The agreements that provide the Company effective control over the VIE include:

(i) Proxy Agreement, under which each shareholder of Shanghai Zunyi has executed a power of attorney to grant Shanghai Baozun the power of attorney to act on his behalf on all matters pertaining to Shanghai Zunyi and to exercise all of his rights as a shareholder of the Shanghai Zunyi, including but not limited to convene, attend and vote at shareholders' meetings, designate and appoint directors and senior management members. The proxy agreement will remain in effect unless Shanghai Baozun terminates the agreement by giving a 30-day prior written notice or gives its consent to the termination by Shanghai Zunyi.

(ii) Exclusive Call Option Agreement, under which the shareholders of Shanghai Zunyi granted Shanghai Baozun or its designated representative(s) an irrevocable and exclusive option to purchase their equity interests in Shanghai Zunyi when and to the extent permitted by PRC law. Shanghai Baozun or its designated representative(s) has sole discretion as to when to exercise such options, either in part or in full. Without Shanghai Baozun's written consent, the shareholders of Shanghai Zunyi shall not transfer, donate, pledge, or otherwise dispose any equity interests of Shanghai Zunyi in any way. The acquisition price for the shares or assets will be the minimum amount of consideration permitted under the PRC law at the time when the option is exercised. The agreement can be early terminated by Shanghai Baozun, but not by Shanghai Zunyi or its shareholders.

The agreements that transfer economic benefits to the Company include:

(i) Exclusive Technology Service Agreement, under which Shanghai Zunyi engages Shanghai Baozun as its exclusive technical and operational consultant and under which Shanghai Baozun agrees to assist in arranging the financial support necessary to conduct Shanghai Zunyi's operational activities. Shanghai Zunyi shall not seek or accept similar services from other providers without the prior written approval of Shanghai Baozun. The agreement has a term of twenty years and will be automatically renewed on a yearly basis after expiration unless otherwise notified by Shanghai Baozun, and shall be terminated if the operation term of either Shanghai Baozun or Shanghai Zunyi expires. Shanghai Baozun may terminate this agreement at any time by giving a prior written notice to Shanghai Zunyi.

(ii) Equity Interest Pledge Agreements, under which the shareholders of Shanghai Zunyi pledged all of their equity interests in Shanghai Zunyi to Shanghai Baozun as security of due performance of the obligations and full payment of consulting and service fees by VIE under the Exclusive Technology Service Agreement and other amounts payable by the individual shareholders to Shanghai Baozun under other agreements. If the shareholders of Shanghai Zunyi or Shanghai Zunyi breach their respective contractual obligations, Shanghai Baozun, as pledgee, will be entitled to certain rights, including the right to dispose the pledged equity interests. Pursuant to the agreement, the shareholders of Shanghai Zunyi shall not transfer, assign or otherwise create any new encumbrance on their respective equity interest in Shanghai Zunyi without prior written consent of Shanghai Baozun. The pledge shall be continuously valid until all the obligations and payments due under the Exclusive Technology Service Agreement and certain other agreements have been fulfilled.

These contractual arrangements allow the Company, through its wholly owned subsidiary, Shanghai Baozun, to effectively control Shanghai Zunyi, and to derive substantially all of the economic benefits from them. Accordingly, the Company treats Shanghai Zunyi as VIE and because the Company is the primary beneficiary of Shanghai Zunyi, the Company has consolidated the financial results of Shanghai since July 2014.

U.S. GAAP provides guidance on the identification of VIE and financial reporting for entities over which control is achieved through means other than voting interests. The Group evaluates each of its interests in an entity to determine whether or not the investee is a VIE and, if so, whether the Group is the primary beneficiary of such VIE. In determining whether the Group is the primary beneficiary, the Group considers if the Group (1) has power to direct the activities that most significantly affects the economic performance of the VIE, and (2) receives the economic benefits of the VIE that could be significant to the VIE. If deemed the primary beneficiary, the Group consolidates the VIE.

Risks in relation to the VIE structure

The Company believes that the contractual arrangements with Shanghai Zunyi are in compliance with PRC law and are legally enforceable based on the legal advice of the Company's PRC legal counsel. However, uncertainties in the PRC legal system could limit the Company's ability to enforce these contractual arrangements and the interests of the shareholders of Shanghai Zunyi may diverge from that of the Company and that may potentially increase the risk that they would seek to act contrary to the contractual terms, for example by influencing Shanghai Zunyi not to pay the service fees when required to do so.

The Company's ability to control Shanghai Zunyi also depends on the power of attorney Shanghai Baozun has to vote on all matters requiring shareholder approval. As noted above, the Company believes this power of attorney is legally enforceable but may not be as effective as direct equity ownership. In addition, if the legal structure and contractual arrangements were found to be in violation of any existing PRC laws and regulations, the Group may be subject to fines and the PRC government could:

•

revoke the Group's business and operating licenses;

•

require the Group to discontinue or restrict the Group's operations;

•

restrict the Group's right to collect revenues;

•

block the Group's websites;

•

require the Group to restructure its operations in such a way as to compel the Group to establish a new enterprise, re-apply for the necessary licenses or relocate its businesses, staff and assets;

•

impose additional conditions or requirements with which the Group may not be able to comply; or

•

take other regulatory or enforcement actions against the Group that could be harmful to its business.

The imposition of any of these penalties may result in a material and adverse effect on the Group's ability to conduct its business. In addition, if the imposition of any of these penalties causes the Group to lose the rights to direct the activities of Shanghai Zunyi or the right to receive its economic benefits, the Group would no longer be able to consolidate the entity.

The following amounts and balances of Shanghai Zunyi were included in the Group's consolidated financial statement after the elimination of intercompany balances and transactions:

	As of December 31
	2014		2015
	RMB		RMB
Cash		3,803		5,269
Inventories		23,669		50,394
Advance to suppliers		1,061		646
Amounts due from related parties		-		15,741
Prepayments and other current assets		3,813		9,410
Property and equipment, net		108		42
Other non-current assets		-		115

Total assets		32,454		81,617

Accounts payable		569		1,783
Other current liabilities		3,678		45,078

Total Liabilities		4,247		46,861

	For Year Ended December 31
	2014			2015
	RMB			RMB
Net revenues		21,038			92,983
Operating expenses		32,095			123,284
Net loss		(11,057	)		(30,301	)
Net cash provided by operating activities		3,911			1,573
Net cash used in investing activities		(118	)		(107	)
Net cash provided by financing activities		-			-

The VIE contributed an aggregate of 1.33% and 3.58% of the consolidated net revenues for the years ended December 31, 2014 and 2015, respectively. As of December 31, 2014 and 2015, the VIE accounted for an aggregate of 3.71% and 4.32% of the consolidated total assets, respectively.

There are no assets of the VIE that are collateral for the obligations of the VIE and can only be used to settle the obligations of the VIE. There are no terms in any arrangements, considering both explicit arrangements and implicit variable interests that require the Company or its subsidiaries to provide financial support to the VIE.

However, if the VIE ever need financial support, the Company or its subsidiaries may, at its option and subject to statutory limits and restrictions, provide financial support to its VIE through loans to the shareholders of the VIE or entrustment loans to the VIE. Relevant PRC laws and regulations restrict the VIE from transferring a portion of their net assets, equivalent to the balance of its statutory reserve and its share capital, to the Company in the form of loans and advances or cash dividends.

Summary of Significant Principal Accounting Policies

12 Months Ended

Dec. 31, 2015

Summary of Significant Principal Accounting Policies [Abstract]

Summary of Significant Principal Accounting Policies

2. Summary of Significant Principal Accounting Policies

(a) Basis of presentation

The consolidated financial statements are prepared and presented in accordance with accounting principles generally accepted in the United States of America (‘‘U.S. GAAP'').

(b) Basis of consolidation

The consolidated financial statements include the financial statements of the Company, its subsidiaries and VIE. All transactions and balances among the Company, its subsidiaries and the VIE have been eliminated upon consolidation.

(c) Use of estimates

The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, related disclosures of contingent liabilities at the balance sheet date, and the reported revenues and expenses during the reported period in the consolidated financial statements and accompanying notes. Significant accounting estimates are used for, inventory write-down, realization of deferred tax assets, assessment for useful life and impairment of long-lived assets, allowance for doubtful accounts, revenue recognition, valuation of ordinary shares and preferred shares, share-based compensation expense.

(d) Fair value

Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability.

Authoritative literature provides a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows:

•

Level 1-inputs are based upon unadjusted quoted prices for identical instruments traded in active markets.

•

Level 2-inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

•

Level 3-inputs are generally unobservable and typically reflect management's estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques.

The Group's consolidated financial instruments include cash and cash equivalents, restricted cash, short-term investment, accounts receivable, other current assets, amounts due from related parties, accounts payable, other current liabilities and amounts due to related parties. The carrying amounts of these short-term financial instruments approximate their fair values due to the short-term maturity of these instruments.

The Group did not carry any assets or liabilities as of December 31, 2014 and 2015 respectively, which were measured at fair value on non-recurring basis.

(e) Concentration and risks

Concentration of customers and suppliers

There are no customers individually representing 10% or more of revenues for the years ended December 31, 2014 and 2015.

The following customers accounted for 10% or more of balances of accounts receivable as of December 31, 2014 and 2015:

	As of December 31
	2014	2015
	RMB	RMB

A	54,478	77,764

The following suppliers accounted for 10% or more of purchases for the years ended December 31, 2014 and 2015:

	For Year Ended December 31
	2014	2015
	RMB	RMB

B	304,578	257,069
C	212,345	317,576
D	*	245,427

Concentration of credit risk

Financial instruments that potentially subject the Group to significant concentrations of credit risk primarily consist of cash and cash equivalents, restricted cash, short-term investment and accounts receivable. As of December 31, 2014 and 2015, all of the Group's cash and cash equivalents, restricted cash and short-term investment were held by major financial institutions located in the PRC, Hong Kong, Japan and Taiwan which management believes are of high credit quality. Accounts receivable are typically unsecured and are derived from revenues earned from customers in the PRC. The risk with respect to accounts receivable is mitigated by credit evaluations the Group performs on its customers and its ongoing monitoring process of outstanding balances.

Foreign Currency Risk

Renminbi (“RMB”) is not a freely convertible currency. The State Administration of Foreign Exchange, under the authority of the People's Bank of China, controls the conversion of RMB into foreign currencies. The value of RMB is subject to changes in central government policies and to international economic and political developments affecting supply and demand in the China Foreign Exchange Trading System market. The cash and cash equivalents of the Group included aggregated amounts of RMB188,226 and RMB480,572 , which were denominated in RMB, as of December 31, 2014 and 2015, respectively, representing 91.2%and 61.0% of the cash and cash equivalents as of December 31, 2014 and 2015, respectively.

(f) Foreign currency translation

The Group's reporting currency is RMB. The functional currency of the Company is the United States dollar (“US$”). The functional currency of the Group's entities incorporated in Hong Kong is Hong Kong dollars (“HK$”). The functional currency of the Group's subsidiaries in PRC is RMB.

Assets and liabilities are translated from each entity's functional currency to the reporting currency at the exchange rate on the balance sheet date. Equity amounts are translated at historical exchange rates, and revenues, expenses, gains and losses are translated using the average rate for the year. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of other comprehensive income (loss) in the consolidated statements of changes in shareholders' equity (deficit) and comprehensive income (loss).

Monetary assets and liabilities denominated in currencies other than the applicable functional currencies are translated into the functional currencies at the prevailing rates of exchange at the balance sheet date. Nonmonetary assets and liabilities are remeasured into the applicable functional currencies at historical exchange rates. Transactions in currencies other than the applicable functional currencies during the year are converted into the functional currencies at the applicable rates of exchange prevailing at the transaction dates. Transaction gains and losses are recognized in the consolidated statements of operations.

(g) Convenience translation

Translations of balances in the consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive loss and consolidated statements of cash flows from RMB into US$ as of and for the year ended December 31, 2015 are solely for the convenience of the readers and were calculated at the rate of US$1.00=RMB6.4778, representing the noon buying rate set forth in the H.10 statistical release of the U.S. Federal Reserve Board on December 31, 2015. No representation is made that the RMB amounts could have been, or could be, converted, realized or settled into US$ at that rate on December 31, 2015, or at any other rate.

(h) Cash and cash equivalents

Cash and cash equivalents consist of cash on hand, demand deposits and highly liquid investments with maturity of less than three months.

(i) Restricted cash

As of December 31, 2014 and 2015, the Group's restricted cash represents RMB29,400 and RMB26,100 of bank deposits held as guarantee payment against letters of guarantee and RMB8,500 and RMB22,044 of bank deposits held as guarantee payment against the note payable issued by banks to the Group's suppliers.

As of December 31, 2014 and 2015, the bank had issued RMB41,224 and RMB29,283 of letters of guarantee to the Group's suppliers. The terms of these letters of guarantees were within 6 to 9 months.

(j) Short-term investment

Short-term investment comprises of principle-protected financial products purchased from banks with original maturities longer than three months but within one year.

(k) Accounts receivable, net

Accounts receivable mainly represent amounts due from customers and are recorded net of allowance for doubtful accounts. The Group considers many factors in assessing the collectability of its accounts receivable, such as the age of the amounts due, the customer's payment history, creditworthiness, financial conditions of the customers and industry trend. An allowance for doubtful accounts is recorded in the period in which a loss is determined to be probable. The Group also makes specific allowance if there is strong evidence indicating that the accounts receivable is likely to be unrecoverable. Accounts receivable balances are written off after all collection efforts have been exhausted.

(l) Inventories

Inventories, consisting of products available for sale, are valued at the lower of cost or market. Cost of inventories is determined using the weighted average cost method. Valuation of inventories is based on currently available information about expected recoverable value. The estimate is dependent upon factors such as historical trends of similar merchandise, inventory aging, historical and forecasted consumer demand and promotional environment.

(m) Investments

Equity investments of the Group are comprised of investments in privately-held companies. The Group uses the equity method to account for an equity investment over which it has significant influence but does not own a majority equity interest or otherwise control. The Group records equity method adjustments in share of earnings and losses. Equity method adjustments include the Group's proportionate share of investee income or loss, adjustments to recognize certain differences between the Group's carrying value and its equity in net assets of the investee at the date of investment, impairments, and other adjustments required by the equity method. Dividends received are recorded as a reduction of carrying amount of the investment. Cumulative distributions that do not exceed the Group's cumulative equity in earnings of the investee are considered as a return on investment and classified as cash inflows from operating activities. Cumulative distributions in excess of the Group's cumulative equity in the investee's earnings are considered as a return of investment and classified as cash inflows from investing activities. For equity investments over which the Group does not have significant influence or control, the cost method of accounting is used. Under the cost method, the Group carries the investment at cost and recognizes income to the extent of dividends received from the distribution of the equity investee's post-acquisition profits.

(n) Property and equipment, net

Property and equipment are stated at cost less accumulated depreciation and impairment. Property and equipment are depreciated at rates sufficient to write off their costs less impairment and residual value, if any, over the estimated useful lives on a straight-line basis. The estimated useful lives and residual rates are as follows:


Classification	Useful years	Residual rate
Electronic devices	3 years	0% – 5%
Vehicle	5 years	5%
Furniture and office equipment	5 years	5%
Leasehold improvement	Over the shorter of the expected life of leasehold improvements or the lease term	0%

Repairs and maintenance costs are charged to expenses as incurred, whereas the cost of renewals and betterment that extends the useful lives of property and equipment are capitalized as additions to the related assets. Gains and losses from the disposal of property and equipment are included the consolidated statements of operations.

(o) Intangible assets, net

Intangible assets mainly consist of trademark and internally developed software. Trademark is recorded at cost and amortized on a straight-line basis over the estimated economic useful lives of 10 years.

For internally developed software, the Group expenses all internal-use software costs incurred in the preliminary project stage and capitalized certain direct costs associated with development and purchase of internal software. This internally developed software mostly consisted of order management, customer management and retailing solution systems, which are amortized over 3 years on a straight-line basis.

(p) Impairment of long-lived assets

The Group evaluates the recoverability of long-lived assets with determinable useful lives whenever events or changes in circumstances indicate that an intangible asset's carrying amount may not be recoverable. The Group measures the carrying amount of long-lived asset against the estimated undiscounted future cash flows associated with it. Impairment exists when the sum of the expected future net cash flows is less than the carrying value of the asset being evaluated. Impairment loss is calculated as the amount by which the carrying value of the asset exceeds its fair value. Fair value is estimated based on various valuation techniques, including the discounted value of estimated future cash flows. The evaluation of asset impairment requires the Group to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. No impairment charge was recognized for any of the years ended December 31, 2013, 2014 and 2015.

(q) Revenue

The Group provides an integrated suite of e-commerce services to its brand partners through two types of revenue models: direct product sales model and service fees model. Consistent with the criteria of ASC 605, Revenue Recognition, the Group recognizes revenues when the following four revenue recognition criteria are met: (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered, (iii) the selling price is fixed or determinable, and (iv) collectability is reasonably assured.

The Group generates revenues from selling branded products directly to customers under either the distribution model or as an agent.

The Group evaluate whether it is appropriate to record proceeds from product sales as revenues at the gross amount or the net amount as commission fees earned in accordance with ASC 605-45-45.

Product Sales

Under the distribution model, the Group selects and purchases goods from its brand partners and/or their authorized distributors and sell goods directly to customers through online stores it operates or on its Maikefeng platform. Revenue under the distribution model is recognized on a gross basis and presented as product sales on the consolidated statements of operations, because: (i) the Group, rather than the brand partner, is the primary obligor and is responsible to the customers for the key aspects of the fulfillment of the transaction including presales and after-sales services; (ii) the Group bears the physical and general inventory risk once the products are delivered to its warehouse; (iii) the Group has discretion in establishing price; and (iv) the Group has credit risk.

Product sales, net of return allowances, value added tax and related surcharges, are recognized when customers accept the products upon delivery. The Group offers online customers an unconditional right of return for a period of seven days upon receipt of products. Return allowances, which reduce revenue, are estimated based on historical data the Group has maintained and its analysis of returns by categories of products, and subject to adjustments to the extent that actual returns differ or expected to differ.

A majority of the Group's customers make online payments through third-party payment platforms when they place orders on websites of the Group's online stores. The funds will not be released to the Group by these third-party payment platforms until the customers accept the delivery of the products at which point the Group recognizes sales of products.

A portion of the Group's customers pay upon the receipt of products. The Group's delivery service providers collect the payments from its customers for the Group. The Group records a receivable on the balance sheet with respect to cash held by third-party couriers.

Shipping and handling charges are included in net revenues. The Group typically does not charge a shipping fee with order exceeding a certain sale amount. Shipping revenue has not been material for the periods presented. The Group's shipping costs are presented as part of its operating expenses.

Services

In some instances, the Group acts as an agent to facilitate the brand partners' online sales of their branded products. The Group does not take title to the products; it does not have any latitude in establishing prices and selecting merchandise; it has no discretion in selecting suppliers; and it is not involved in determining product specifications and cannot change the product. Based on these indicators, the Group has determined that revenue from its sales of products under these arrangements are service fees in nature. The Group records commission fees from its brand partners based on a pre-determined formula as service revenue in its consolidated statements of operations.

The Group also provides IT, online store operations, marketing and promotion, customer service, warehousing and fulfillment, and other services to its brand partners. Brand partners may elect to use the Group's comprehensive end-to-end e-commerce solutions or select specific elements of its e-commerce supporting infrastructure and service that best fit their needs. The Group charges its brand partners a combination of fix fees and/or variable fees based on the value of merchandise sold or other variable factors such as number of orders fulfilled. Revenue generated from these service arrangements is recognized on a gross basis and presented as services revenue on the consolidated statements of operations. All the costs that the Group incurs in the provision of the above services are classified as operating expenses on the consolidated statements of operations.

Revenue generated from services relating to IT service, and marketing and promotion services for brand partners are recognized when the services are rendered. Revenue generated from services relating to online store operations, customer services, and warehouse and fulfillment consisted of both fixed fees and variable fees based on the value of merchandise sold. The fixed fee is recognized as revenue ratably over the service period. Variable fees are recognized as revenue when they become determinable based on the value of merchandise sold and confirmed by the brand partners.

Some of the Group's service contracts are considered multiple element arrangements as they include provision of a combination of various services based on the brand partner's requirements. These contracts may include one-time online store design and setup services, marketing and promotion services during certain holidays, and continuous online store operation services, warehouse and fulfillment services over a period of time to the same brand partner.

The Group allocates arrangement consideration in multiple-deliverable revenue arrangements at the inception of an arrangement to all service revenues based on the relative selling price in accordance with the selling price hierarchy, which includes: (i) vendor-specific objective evidence (“VSOE”) if available; (ii) third-party evidence (“TPE”) if VSOE is not available; and (iii) best estimate of selling price (“BESP”) if neither VSOE nor TPE is available.

(r) Cost of products

Cost of product consists of the purchase price of products and inbound shipping charges, as well as inventory write-downs. Shipping charges to receive products from the suppliers are included in the inventories, and recognized as cost of products upon sale of the products to the customers. Cost of products does not include other direct costs related to cost of product sales such as shipping and handling expense, payroll and benefits of logistic staff, logistic centers rental expenses and depreciation expenses, etc. Therefore, the Group's cost of products may not be comparable to other companies which include such expenses in their cost of products.

(s) Rebates

The Group periodically receives consideration from certain vendors, representing rebates for products sold over a period of time. The Group accounts for the rebates received from its vendors as a reduction to the price it pays for the products purchased. Rebates are earned based on reaching minimum purchase thresholds for a specified period. When volume rebates can be reasonably estimated based on the Group's past experiences and current forecasts and purchase volume, a portion of the rebate is recognized as the Group makes progress towards the purchase threshold.

(t) Fulfillment

Fulfillment costs primarily represent shipping and handling expenses, payment processing and related transaction costs, packaging material costs and those costs incurred in outbound shipping, operating and staffing the Group's fulfillment and customer service center, including costs attributable to buying, receiving, inspecting and warehousing inventories; picking, packaging and preparing customer orders for shipment.

(u) Sales and marketing

Sales and marketing expenses primarily consist of payroll, bonus and benefits of sales and marketing staff, advertising costs, agency fees and costs for promotional materials. Advertising costs are expensed as incurred.

Advertising and promotion costs in connection with the provision of marketing and promotion services to brand partners consisted of fees the Group paid to third party venders for advertising and promotion on various online and offline channels. Such costs were included as sales and marketing in the consolidated statements of operations and totaled RMB56,059, RMB114,777 and RMB208,014 for the years ended December 31, 2013, 2014 and 2015, respectively.

(v) Technology and content

Technology and content expenses consist primarily of technology infrastructure expenses, payroll and related expenses for employees in technology and system department, editorial content, as well as costs associated with the computer, storage and telecommunications infrastructure for internal use.

(w) General and administrative

General and administrative expenses consist of payroll and related expenses for payroll, bonus and benefit costs for corporate employees, legal, finance, technical consulting, meeting expenses, rental fee and other corporate overhead costs.

(x) Other operating income (expense), net

Other operating income mainly consists of government subsidies and income derived from American Depositary Receipt (“ADR”) arrangements entered into between the Company and an ADR depositary bank (“DB”) in May 2015.

Government subsidies consist of cash subsidies received by the Company's subsidiaries in the PRC from local governments. Subsidies received as incentives for conducting business in certain local districts with no performance obligation or other restriction as to the use are recognized when cash is received. Cash subsidies of RMB988, RMB1,780 and RMB8,686 were included in other operating income (expenses), net for the years ended December 31, 2013, 2014 and 2015, respectively. Subsidies received with performance obligations are recognized when all the obligations have been fulfilled.

According to the ADR arrangements, the Company will have the right to receive series of reimbursements after the closing of IPO over the five-year term as a return of using DB's services. All the reimbursements are subject to the compliance of the Company on all term of the contracts, including the non-existence of default conditions stipulated in the contracts. The Company performed detailed assessments over such conditions and deemed these conditions remote as of December 31, 2015. Total reimbursements are recognized evenly over the contract term as other income. For the year ended December 31, 2015, the Group recorded other income of RMB1,411.

(y) Share-based compensation

The Company grants share options to eligible employees, management and directors and accounts for these share-based awards in accordance with ASC 718 Compensation—Stock Compensation.

Employees' share-based awards are measured at the grant date fair value of the awards and recognized as expenses a) immediately at grant date if no vesting conditions are required; or b) using graded vesting method, net of estimated forfeitures, over the requisite service period, which is the vesting period.

All transactions in which goods or services are received in exchange for equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable.

Prior to the initial public offering of the Company, the fair value of the share options were assessed using the income approach/discounted cash flow method, with a discount for lack of marketability given that the shares underlying the awards were not publicly traded at the time of grant. This assessment required complex and subjective judgments regarding the Company's projected financial and operating results, its unique business risks, the liquidity of its ordinary shares and its operating history and prospects at the time the grants were made. In addition, the binomial option-pricing model is used to measure the value of share options. The determination of the fair value is affected by the fair value of the ordinary shares as well as assumptions regarding a number of complex and subjective variables, including the expected share price volatility, actual and projected employee and non-employee share option exercise behavior, risk-free interest rates and expected dividends. The fair value of these awards was determined with the assistance from an independent valuation firm using management's estimates and assumption. After the initial public offering, a discount for lack of marketability was not applicable in determining the fair value of the share options. In determining the fair value of the share options, the closing market price of the underlying shares on the grant dates is applied.

The assumptions used in share-based compensation expense recognition represent management's best estimates, but these estimates involve inherent uncertainties and application of management judgment. If factors change or different assumptions are used, the share-based compensation expenses could be materially different for any period. Moreover, the estimates of fair value of the awards are not intended to predict actual future events or the value that ultimately will be realized by grantees who receive share-based awards, and subsequent events are not indicative of the reasonableness of the original estimates of fair value made by the Company for accounting purposes.

In determining the fair value of the restricted share units granted, the closing market price of the underlying shares on the grant date is applied.

Forfeitures are estimated at the time of grant and revised in the subsequent periods if actual forfeitures differ from those estimates.

(z) Income tax

Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. The Group accounts for current income taxes on the basis of net income for financial reporting purposes, adjusted for income and expense items which are not assessable or deductible for income tax purposes, in accordance with the regulations of the relevant tax jurisdictions.

The Group accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on the temporary differences between the financial statements carrying amounts and tax bases of existing assets and liabilities by applying enacted statutory tax rates that will be in effect in the period in which the temporary differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance when, based upon the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized in the consolidated statements of operations in the period of change.

The impact of an uncertain income tax position on the income tax return is recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Interest and penalties on income taxes will be classified as a component of the provisions for income taxes.

(aa) Operating leases as lessee

Leases, including leases of offices and warehouses, where substantially all the rewards and risks of ownership of assets remain with the lessor are accounted for as operating leases. Payments made under operating leases are recognized as an expense on a straight-line basis over the lease term. The Group had no capital leases for any of the years stated herein.

(ab) Comprehensive income (loss)

Comprehensive income (loss) is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. For the periods presented, the Group's comprehensive income (loss) includes net income (loss) and foreign currency translation adjustments and is presented in the consolidated statements of comprehensive income (loss).

(ac) Earnings (loss) per share

Basic earnings (loss) per ordinary share is computed by dividing net income (loss) attributable to ordinary shareholders by weighted average number of ordinary shares outstanding during the period.

The Company's convertible redeemable preferred shares are participating securities as the preferred shares participate in undistributed earnings on an as-if-converted basis. Accordingly, the Company uses the two-class method whereby undistributed net income is allocated on a pro rata basis to each participating share to the extent that each class may share in income for the period. Undistributed net loss is not allocated to preferred shares because they are not contractually obligated to participate in the loss allocated to the ordinary shares.

Diluted earnings (loss) per ordinary share reflects the potential dilution that could occur if securities were exercised or converted into ordinary shares. The Group had convertible redeemable preferred shares and stock options, which could potentially dilute basic earnings per share in the future. To calculate the number of shares for diluted income per share, the effect of the convertible redeemable preferred shares is computed using the as-if-converted method; the effect of the stock options and restricted share units is computed using the treasury stock method.

(ad) Segment reporting

The Group's chief operating decision maker has been identified as the chief executive officer, who reviews consolidated results when making decision about allocating resources and assessing performance of the group prior to the third quarter of 2015. Following the further expansion of the retail online platform business, the Group operated and reviewed its performance in two segments: (i) the brand e-commerce segment, which provides ecommerce solutions to brand partners, including IT services, store operations, digital marketing, customer services, warehousing and fulfillment, and (ii) the Maikefeng segment, which operates the retail online platform, Maikefeng. Therefore, the segment information in periods prior to the third quarter of 2015 was restated to be consistent with that of period starting from third quarter of 2015.

(ae) Recent accounting pronouncements

In July 2015, the FASB issued ASU 2015-11, "Simplifying the Measurement of Inventory". This update requires an entity that determines the cost of inventory by methods other than last-in, first-out (LIFO) and the retail inventory method (RIM) to measure inventory at the lower of cost and net realizable value. ASU 2015-11 is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2016. Prospective application is required. Early application is permitted as of the beginning of the interim or annual reporting period. The Group does not expect that the adoption of this guidance will have a significant impact on the Group's consolidated financial statements.

In August 2015, the FASB issued ASU 2015-15, "Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date". The amendments in this ASU defer the effective date of ASU 2014-09 for all entities by one year. Public business entities should apply the guidance in ASU 2014-09 to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Group is still in the process of evaluating the impact of the standard on its consolidated financial statements.

In November 2015, the FASB issued ASU 2015-17, "Income Taxes (Topic 740)". This update provides accounting guidance related to income taxes, which simplifies the presentation of deferred income taxes by requiring deferred tax assets and liabilities be classified as noncurrent on the balance sheet. The updated standard is effective for us beginning on January 1, 2017 with early application permitted as of the beginning of any interim or annual reporting period. The Group does not expect that the adoption of this guidance will have a material impact on its consolidated financial statements other than reclassifying current deferred tax assets to noncurrent in the balance sheet. See Note 11 to the consolidated financial statements for a discussion on income tax balances

In January 2016, the FASB issued ASU 2016-01, "Financial Instruments—Overall (Subtopic 825-10)", a new pronouncement which is intended to improve the recognition and measurement of financial instruments. The ASU affects public and private companies, not-for-profit organizations, and employee benefit plans that hold financial assets or owe financial liabilities. The new guidance makes targeted improvements to existing U.S. GAAP by

•

Requiring equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income;

•

Requiring public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes;

•

Requiring separate presentation of financial assets and financial liabilities by measurement category and form of financial asset (i.e., securities or loans and receivables) on the balance sheet or the accompanying notes to the financial statements;

•

Eliminating the requirement to disclose the fair value of financial instruments measured at amortized cost for organizations that are not public business entities;

•

Eliminating the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet; and

•

Requiring a reporting organization to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk (also referred to as “own credit”) when the organization has elected to measure the liability at fair value in accordance with the fair value option for financial instruments.

The new guidance is effective for public companies for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The new guidance permits early adoption of the own credit provision. The Group is in the process of evaluating the impact of the standard on its consolidated financial statements.

In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)". This update requires an entity to recognize lease assets and lease liabilities on the balance sheet and to disclose key information about the entity's leasing arrangements. ASU 2016-02 is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2018, with early application permitted. A modified retrospective approach is required. The Group is currently evaluating the impact of the adoption this standard on its consolidated financial statements.

In March 2016, the FASB issued ASU2016-09, "Compensation—Stock Compensation (Topic 718) Improvements to Employee Share-Based Payment Accounting". This guidance is intended to simplify the employee share-based payment accounting regarding several aspects, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. For public business entities, the amendments in this ASU are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for any entity in any interim or annual period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. An entity that elects early adoption must adopt all of the amendments in the same period. The Group is in the process of evaluating the impact of the standard on its consolidated financial statements.

Accounts receivable, net

12 Months Ended

Dec. 31, 2015

Accounts receivable, net [Abstract]

Accounts receivable, net

3. Accounts receivable, net

Accounts receivable, net, consists of the following:


	As of December 31
	2014			2015
	RMB			RMB

Accounts receivable		229,910			365,452
Allowance for doubtful accounts:
Balance at beginning of the year		(1,947	)		(408	)
Additions		(388	)		(650	)
Write-offs		1,927			-
Reversal		-			388

Balance at end of the year		(408	)		(670	)

Accounts receivable, net		229,502			364,782

Inventories

12 Months Ended

Dec. 31, 2015

Inventories [Abstract]

Inventories

4. Inventories

Inventories consist of the following:

	As of December 31
	2014		2015
	RMB		RMB

Products		241,686		332,736
Packing materials and others		1,292		1,611

Inventories		242,978		334,347

Write-downs are recorded in cost of products in the consolidated statements of operations, which were RMB11,992, RMB12,497 and RMB21,125 for the years ended December 31, 2013, 2014 and 2015, respectively.

Prepayments and other current assets

12 Months Ended

Dec. 31, 2015

Prepayments and other current assets [Abstract]

Prepayments and other current assets

5. Prepayments and other current assets

Prepayments and other current assets consist of the following:

	As of December 31
	2014		2015
	RMB		RMB

Rebate(1)		-		72,940
Deposits⁽²⁾		2,876		5,354
Prepayment to agent for share repurchase program		-		5,521
Value-added tax (“VAT”) recoverable		17,396		12,467
Employee advances⁽³⁾		4,261		2,104
Prepaid expenses		2,593		4,131
Payment of initial public offering costs		2,128		-
Receivables from third-party couriers⁽⁴⁾		1,344		4,270
Receivables from third-party payment processing agencies⁽⁵⁾		5,646		645
Others		1,653		4,690

Prepayment and other current assets		37,897		112,122

(1)		Rebate represents consideration earned and receivable from suppliers upon reaching minimum purchase thresholds for a specified period. The rebates can be used to offset future purchase price with the same supplier.
(2)		Deposits represent rental deposits and deposits paid to third-party vendors.

(3)

Employee advances represent cash advanced to online store managers for store daily operation, such as online store promotion activities.

(4)		Receivables from third-party couriers represent cash collected from customers and held by third-party couriers, which were received by the Group within several days after the fiscal year end.
(5)		Receivables from third-party payment processing agencies represent cash that were received from customers but held by the processing agencies as of December 31, 2015. The receivables were collected by the Group subsequent to the year end.

Property and equipment, net

12 Months Ended

Dec. 31, 2015

Property and equipment, net [Abstract]

Property and equipment, net

6. Property and equipment, net

Property and equipment, net consists of the following:

	As of December 31
	2014			2015
	RMB			RMB

Electronic devices		18,398			32,729
Vehicle		2,541			2,718
Furniture and office equipment		3,690			5,983
Leasehold improvement		21,161			45,641

Total		45,790			87,071

Accumulated depreciation and amortization		(15,567	)		(27,863	)

Property and equipment, net		30,223			59,208

Depreciation and amortization expenses were RMB4,910, RMB8,710 and RMB16,613 for the years ended December 31, 2013, 2014 and 2015, respectively.

Intangible assets, Net

12 Months Ended

Dec. 31, 2015

Intangible assets, Net [Abstract]

Intangible assets, Net

7. Intangible assets, Net

Intangible assets, net, consist of the following:

	As of December 31
	2014			2015
	RMB			RMB

Internally developed software		21,768			33,624
Trademark		549			685

Accumulated amortization		(7,649	)		(14,181	)

Intangible assets, net		14,668			20,128

Amortization expenses for intangible assets were RMB2,278, RMB4,542 and RMB6,532 for the years ended December 31, 2013, 2014 and 2015, respectively. Estimated amortization expenses of the existing intangible assets for the next five years are RMB8,900, RMB6,840, RMB3,898, RMB46 and RMB45.

Investments in cost method investees	12 Months Ended
Investments in cost method investees	Dec. 31, 2015
Investments in cost method investees [Abstract]
Investments in cost method investees	8. Investments in cost method investees As of December 31, 2014 and 2015, investments in cost method investees accounted for under the cost method were RMB5,625 and RMB13,307, respectively. As of December 31, 2015, the Group had equity investments in three private companies that operate in the online tool development business and provide online payment solution and digital marketing solution. The Group held 12.12%, 5% and 4.35% of equity interest in them, respectively. The Group is required to perform an impairment assessment of its investments whenever events or changes in business circumstances indicate that the carrying value of the investment may not be fully recoverable. An impairment loss is recorded when there has been a loss in value of the investment that is other than temporary. No impairment was recorded for the years ended December 31, 2013, 2014 and 2015.

Investments in equity method investee

12 Months Ended

Dec. 31, 2015

Investments in equity method investee [Abstract]

Investments in equity method investee

9. Investments in equity method investee

In January 2015, the Group jointly established Automoney Inc. ("Automoney") with a third-party investor and subscribed 50% of its equity interest upon its inception with a cash contribution of RMB10,562. The Group has accounted for this investment using equity method of accounting because the Group does not control the investee but has the ability to exercise significant influence over the operating and financial policies of the investee. As a result, the Group is required to recognize its share of Automoney's losses in the statement of operations. The Group recognized its share of loss in Automoney of RMB10,236 for the year ended December 31, 2015.

During the year ended December 31, 2015, the Group disposed 40% of its equity interest in Automoney and received cash consideration of RMB10,000, resulting in the gain on disposal of investment of RMB9,674. As of December 31, 2015, the Group held 10% of the equity interest of Automoney and continue to account for this investment using equity method of accounting because the Group has the ability to exercise significant influence over the operating and financial policies of the investee. The carrying amount of the investments in equity method investee was nil as of December 31, 2015.

The summarized financial information for Automoney as of and for the year presented is as follows:

	As of
	December 31,
	2015
	RMB

Total current assets		679
Total assets		679
Total current liabilities		19,596
Total liabilities		19,596

	For Year Ended
	December 31,
	2015
	RMB

Revenue		-
Loss from operations		40,559

Accrued expenses and other current liabilities

12 Months Ended

Dec. 31, 2015

Accrued expenses and other current liabilities [Abstract]

Accrued expenses and other current liabilities

10. Accrued expenses and other current liabilities

Accrued expenses and other current liabilities consist of the following:

	As of December 31
	2014		2015
	RMB		RMB

Logistics expenses accruals		23,254		37,547
Advances from customers		9,596		18,318
Outsourced labor cost payable		7,934		4,342
Salary and welfare payable		8,000		17,686
Deferred government subsidy		3,030		-
Professional fee accruals		2,690		6,136
Marketing expenses accruals		4,859		12,507
Other tax payable		4,914		7,898
Receipt on behalf of merchants on Maikefeng marketplace⁽¹⁾		-		42,471
Others		2,509		3,954

Accrued expenses and other current liabilities		66,786		150,859

(1)	Receipt on behalf of merchants on Maikefeng marketplace represents amount received from end customers on behalf of and payable to merchants on Maikefeng marketplace.

Income tax

12 Months Ended

Dec. 31, 2015

Income tax [Abstract]

Income tax

11. Income tax

Under the current laws of the Cayman Islands, the Company incorporated in the Cayman Islands is not subject to tax on income or capital gain. Additionally, the Cayman Islands does not impose a withholding tax on payments of dividends to shareholders.

Under the current Hong Kong Inland Revenue Ordinance, the Group's subsidiaries domiciled in Hong Kong are subject to 16.5% Hong Kong profit tax on their taxable income generated from operations in Hong Kong. Additionally, payments of dividends by the subsidiaries incorporated in Hong Kong to the Company are not subject to any Hong Kong withholding tax.

Under the Law of the People's Republic of China on Enterprise Income Tax (‘‘EIT Law''), the Group's subsidiaries domiciled in the PRC are subject to 25% statutory rate.

The current and deferred portion of income tax expenses included in the consolidated statements of operations, which were substantially attributable to the Group's PRC subsidiaries are as follows:


	For Year Ended December 31
	2013		2014		2015
	RMB		RMB		RMB

Current tax expenses		307		1,912		7,793
Deferred tax		-		-		(13,815	)

Income tax expenses (benefits)		307		1,912		(6,022	)

Reconciliations of the differences between the PRC statutory income tax rate and the Group's effective income tax rate for the years ended December 31, 2013, 2014 and 2015 are as follows:


	For Year Ended December 31
	2013			2014			2015
	RMB			RMB			RMB

Statutory income tax rate		25.00	%		25.00	%		25.00	%
Share-based compensation		(7.68)	%		(36.68)	%		23.47	%
Effect on tax rates in different tax jurisdiction		0.42	%		(0.52)	%		(15.88)	%
Tax incentives relating to research and development expenditure		5.30	%		5.62	%		(17.00)	%
Other non-deductible expenses		(0.25)	%		(1.59)	%		0.60	%
Changes in valuation allowance		(23.61)	%		4.87	%		(38.63)	%

Effective income tax rate		(0.82)	%		(3.30)	%		(22.44)	%

The principal components of the deferred tax assets and liabilities are as follows:

	As of December 31
	2014		2015
	RMB		RMB
Current deferred tax assets:
Logistics expenses accruals	5,813			9,387
Inventory write-down	3,316			3,702
Promotion expenses accruals	1,996			1,682
Outsourced labor cost	1,984			1,086
Promotion expenses paid but tax invoices not received	1,322			1,184
Salary and welfare payable	1,997			3,182
Professional fee accruals	672			1,147
Marketing expenses accruals	1,215			261
Allowance for doubtful accounts	102			167
Other accruals	—			583

Less: valuation allowance	(18,417	)		(8,566	)

Current deferred tax assets, net	—			13,815

Non-current deferred tax assets:
Net operating loss carry forward	8,318			7,802

Less: valuation allowance	(8,318	)		(7,802	)

Non-current deferred tax assets, net	—			—

The Group considers positive and negative evidence to determine whether some portion or all of the deferred tax assets will be more likely than not realized. This assessment considers, among other matters, the nature, frequency and severity of recent losses and forecasts of future profitability. These assumptions require significant judgment and the forecasts of future taxable income are consistent with the plans and estimates the Group is using to manage the underlying businesses. Valuation allowances are established for deferred tax assets based on a more likely than not threshold. The Group's ability to realize deferred tax assets depends on its ability to generate sufficient taxable income within the carry forward periods provided for in the tax law. The Group has provided a full valuation allowance for the deferred tax assets as of December 31, 2014, as management is not able to conclude that the future realization of those net operating loss carry forwards and part of other deferred tax assets are more likely than not. In 2015, the Group has determined that the deferred tax assets of Shanghai Baozun E-Commerce Limited and Shanghai Bodao E-Commerce Limited will be more likely than not utilized in the future and has provided no valuation allowance for the deferred tax assets of these two subsidiaries. The remaining deferred tax assets on temporary differences and net operating loss carry forward are related to certain other subsidiaries, for which the Group is not able to conclude that the future realization of those net operating loss carry forwards and other deferred tax assets are more likely than not. As such, it has fully provided valuation allowance for the remaining deferred tax assets as of December 31, 2015. Amounts of operating loss carry forwards were RMB31,207 for the year ended December 31, 2015, which are expected to be expired from 2017 to 2020.

Movement of the valuation allowance is as follows:

	For Year Ended December 31
	2014			2015
	RMB			RMB

Balance as of January 1		29,549			26,735
Reversals		(2,814	)		(10,367	)

Balance as of December 31		26,735			16,368

Uncertainties exist with respect to how the current income tax law in the PRC applies to the Group's overall operations, and more specifically, with regard to tax residency status. The EIT Law includes a provision specifying that legal entities organized outside of the PRC will be considered residents for Chinese income tax purposes if the place of effective management or control is within the PRC. The implementation rules to the EIT Law provide that non-resident legal entities will be considered PRC residents if substantial and overall management and control over the manufacturing and business operations, personnel, accounting and properties, occurs within the PRC. Despite the present uncertainties resulting from the limited PRC tax guidance on the issue, the Group does not believe that the legal entities organized outside of the PRC within the Group should be treated as residents for EIT Law purposes. If the PRC tax authorities subsequently determine that the Company and its subsidiaries registered outside the PRC should be deemed resident enterprises, the Company and its subsidiaries registered outside the PRC will be subject to the PRC income taxes, at a rate of 25%. The Group is not subject to any other uncertain tax position.

Aggregate accumulated deficit of the Company's subsidiaries and VIE located in the PRC were approximately RMB93,122 and RMB85,949 at December 31, 2014 and 2015, respectively. Accordingly, no deferred tax liability has been accrued for the PRC dividend withholding taxes that would be payable upon the distribution of those amounts to the Company as of December 31, 2014 and 2015.

Net loss per share

12 Months Ended

Dec. 31, 2015

Net loss per share [Abstract]

Net loss per share

12. Net loss per share

Basic and diluted net loss per share for each of the years presented are calculated as follows:

For Year Ended December 31

2013