Connected Business. The Company:
(i) is not and has not agreed to become the holder or beneficial owner of any class of any shares, debentures or other securities of any other company (wherever incorporated);
(ii) has not been and has not agreed to become a subsidiary of any other company or under the control of any group of companies or consortium;
(iii) is not and has not at any time been and has not agreed to become a member of any partnership, joint venture, consortium or other unincorporated association; and
(iv) has no branch, place of business, permanent establishment or substantial assets outside of Malaysia.
Connected Business. 5.1 No interest in other companies The Company is not, and has not agreed to become, the holder or beneficial owner of any class of any shares, debentures or other securities of any company anywhere in the world.
Connected Business. 5.1 Interests in other companies Details of all shares or other securities held by the Company and of any shares or other securities agreed to be acquired by the Company anywhere in the world are set out in the Disclosure Letter.
5.2 No shareholders’ agreement Save as Disclosed, the Company is not a party to any shareholders’ agreement or similar arrangement or agreement which purports to regulate, control or otherwise affect the voting or disposition of its shares.
5.3 Relationship with Ingenious Details of all contractual arrangements under which services are provided by Ingenious to any member of the Group (including as to fees payable) are set out in the Disclosure Letter.
5.4 Permanent establishment outside of jurisdiction of incorporation The Company does not have any permanent establishment from which it conducts business outside its jurisdiction of incorporation.
5.5 Warrantors not interested in other related businesses Save as Disclosed, the Warrantors are not at the date hereof either on their own account or in conjunction with or on behalf of any person, firm or company engaged, concerned or interested, directly or indirectly, whether as shareholder, director, partner, agent or otherwise (save as the holder of not more than 3% of the issued share capital of any company whose shares are quoted on any public stock exchange where such holding is for investment purposes only) in (i) any business of a similar nature to or competitive with that carried on by the Company, or (ii) which has a close trading relationship with the Company or (iii) the American Idol or Pop Idol TV programmes in any territory in the world or (iv) a television programme which competes with the Format (as defined in the Pearson Agreement)(for the purposes of this paragraph 5(a), it is understood that a programme competes with the Format if it involves a search for a (i) recording and/or song writing artiste (whether an individual artist or a group of more than one) or (ii) a comedian or (iii) a dancer and the making of commercial recordings by that artist(s), comedian or dance or exploitation of songs written by that artist(s) or the signature of a recording and/or publishing and/or broadcast agreement by that artist(s) or person.
5.6 No management of other companies Save for any member of the Group and any company listed in the Disclosure Letter as being a company in which the Company has any shareholding, the Company does not take part in or control the management of any oth...
Connected Business. The Company:
(i) is not and has not agreed to become the holder or beneficial owner of any class of any shares, debentures or other securities of any other company (wherever incorporated);
(ii) has not been and has not agreed to become a Subsidiary of any other company or under the control of any group of companies or consortium;
(iii) is not and has not at any time been and has not agreed to become a member of any partnership, joint venture, consortium or other unincorporated association; and
(iv) has no branch, place of business, permanent establishment or substantial assets outside of Hong Kong.
Connected Business. The Company:
(i) is not and has not agreed to become the holder or beneficial owner of any class of any shares, debentures or other securities of any other company (wherever incorporated);
(ii) has not been and has not agreed to become a Subsidiary of any other company or under the control of any group of companies or consortium;
(iii) is not and has not at any time been and has not agreed to become a member of any partnership, joint venture, consortium or other unincorporated association; and
(iv) has no branch, place of business, permanent establishment or substantial assets outside of China.
Connected Business. 5.1 The Company is not, and has not agreed to become, the holder or beneficial owner of any class of any shares, debentures or other securities of any company anywhere in the world save for the Subsidiaries.
5.2 The Company is not a party to any shareholders' agreement or similar arrangement or agreement which purports to regulate, control or otherwise affect the voting or disposition of its shares.
5.3 The Company does not have any place of business or branch or permanent establishment or assets outside its jurisdiction of incorporation, other than its branch operation in Finland.
5.4 Save as Disclosed, the Sellers are not at the date hereof either on their own account or in conjunction with or on behalf of any person, firm or company engaged, concerned or interested, directly or indirectly, whether as shareholder, director, partner, agent or otherwise in any business of a similar nature to or competitive with that carried on by the Company, or which has a close trading relationship with the Company.
5.5 Save for the Subsidiaries, the Company does not take part in or control the management of any other company or business organisation.
Connected Business
