Due Incorporation and Valid Existence. Except as described in the Final Prospectus, each of the Company and its subsidiaries has been duly incorporated and is validly existing as a corporation in good standing under the laws of its jurisdiction of incorporation and has full power and authority (corporate and other) to own or lease its properties and conduct its business as described in the Final Prospectus, except where the failure of a subsidiary to be so duly incorporated, validly exist in good standing or have full power and authority would not have a material adverse effect on the business, financial condition or results of operations of the Company and its subsidiaries, taken as a whole (a “Material Adverse Effect”); and the Company and each of its subsidiaries is duly qualified to do business as a foreign corporation in good standing in all jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to do so would not have a Material Adverse Effect.
Due Incorporation and Valid Existence. The Company is a duly incorporated and validly existing corporation under the laws of Argentina, and is duly qualified to do business as a foreign corporation in all jurisdictions in which its ownership of, or the location of its assets and/or the conduct of its business so require.
Due Incorporation and Valid Existence. The Target Company is duly incorporated and has no other affiliated company within the territory of China, except otherwise explicitly disclosed in this Agreement. The Target Company and its Affiliated Companies have passed all previous annual AIC inspections and maintain their legal and valid existence to now, and have never been involved in any circumstance or legal proceeding that may result in their termination, winding up, dissolution, liquidation, consolidation, division or deprivation of qualification of its legal body (if applicable). Until now, the Target Company and its Affiliated Companies have never violated the provisions of applicable laws and regulations, their articles of association or business licenses.
Due Incorporation and Valid Existence. The Company has been duly incorporated and is validly existing under the laws of the Netherlands as a legal entity in the form of a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid).
Due Incorporation and Valid Existence. The Borrower is a legal entity duly incorporated and validly existing under the applicable laws and regulations of the place of incorporation of the Borrower;
Due Incorporation and Valid Existence. RMSI is a corporation duly incorporated and validly existing under the laws of the State of Delaware and is duly qualified and in good standing as a foreign corporation in each jurisdiction where the properties owned, leased, or operated, or the business conducted, by it require such qualification, except where the failure to qualify would not have a material adverse effect on RMSI. RMSI has all requisite corporate power and corporate authority to own, operate, and lease its property and to carry on its business as it is now being conducted and as it will be conducted after the date hereof.
Due Incorporation and Valid Existence. Each of the Company and TGS has been duly incorporated and is validly existing and in good standing as a corporation under the laws of Argentina and conducts its business only in Argentina.
Due Incorporation and Valid Existence. Each Investor is duly organized, validly existing and in good standing (or equivalent status in the relevant jurisdiction) under, and by virtue of, the law of the place of its incorporation or establishment.
Due Incorporation and Valid Existence. 2.1 Each of CHNR, Feishang and Laitan Investments has been duly incorporated and is validly existing as a limited liability company under the laws of the BVI, with full right, power and authority (corporate and other) to execute, deliver, enter into and perform its obligations under this Agreement.
2.2 This Agreement has been duly authorised, executed and delivered by each of the Controlling Shareholders and constitutes a legal, valid and binding agreement of the Controlling Shareholders, enforceable in accordance with its terms.
