Common use of HK Subsidiary Clause in Contracts

HK Subsidiary. At the date hereof, the authorized share capital of the HK Subsidiary is HK$10,000, divided into 10,000 shares of HK$1.00 each, 100 of which are issued and outstanding and held by such Founders and Angels as set forth in Section 3.2(b) of the Disclosure Schedule (the “HK Shareholders”). Immediately prior to the Closing, the authorized share capital of the HK Subsidiary is HK$10,000, divided into 10,000 shares of HK$1.00 each, 100 of which are issued and outstanding and held by the Company. There are no options, warrants, conversion privileges or other rights, or agreements with respect to the issuance thereof, presently outstanding to purchase any of the equity interests of the HK Subsidiary. Except as contemplated hereunder, no outstanding equity interests of the HK Subsidiary are subject to any preemptive rights, rights of first refusal or other rights to purchase such equity interests or any other rights with respect to such equity interests.

HK Subsidiary. At the date hereof, the authorized share capital of the HK Subsidiary is HK$10,000, divided into 10,000 shares of HK$1.00 each, 100 of which are issued and outstanding and held by such Founders and Angels as set forth in Section 3.2(b) of the Disclosure Schedule (the “HK Shareholders”). Immediately prior to the Closing, the HK Subsidiary has 70,000,000 authorized share capital ordinary shares, par value US$0.001, of which 14,593,520 shares are issued and outstanding, and 30,000,000 authorized preference shares, par value US$0.001, of which 7,359,720 shares are issued and outstanding, and the Company owns hundred percent (100%) of the issued and outstanding shares of the HK Subsidiary (on a fully diluted basis) which is HK$10,000, divided into 10,000 shares free and clear of HK$1.00 each, 100 of which are issued and outstanding and held by the Companyany Encumbrance. There are no subscriptions, options, warrants, conversion privileges privileges, pre-emptive or other rights, rights or agreements Contracts with respect to the issuance thereof, presently outstanding to purchase or transfer of any of the equity interests shares of the HK Subsidiary. Except as contemplated hereunderNo shares of the HK Subsidiary’s outstanding share capital, no or shares issuable upon exercise or exchange of any outstanding equity interests of options or other shares issuable by the HK Subsidiary are subject to any preemptive rights, rights of first refusal or other rights to purchase such equity interests shares (whether in favor of the HK Subsidiary or any other rights with respect to such equity interestsPerson).