Common use of Outstanding Security Holders Clause in Contracts

Outstanding Security Holders. A complete and current list of all outstanding shareholders, option holders and other holders of Equity Securities of the Company (a) as of the date hereof and immediately prior to the Closing is set forth in Schedule III, and (b) immediately after the Closing is set forth in Schedule IV, in each case, indicating the type and number of shares, options or other Equity Securities held by each such holder, but (A) excluding the identities of the holders of any options or other awards granted by the Company pursuant to the ESOP and (B) aggregating the number of options or other awards granted by the Company pursuant to the ESOP into one line item. All outstanding share capital of each Group Company has been duly and validly issued (or subscribed for), is fully paid and is non-assessable, free of limitation in voting rights, preemptive rights, any other restrictions on transfer and other Liens (except for any restrictions on transfer under applicable Laws and the Transaction Documents), and has been issued in compliance with all applicable Laws, Contracts and preemptive rights. Except for those expressly provided in this Agreement or any Transaction Document, and except for the Option Repurchases, there are no (a) resolutions pending to increase the authorized share capital of any Group Company; (b) dividends which have accrued or been declared but are unpaid by any Group Company; (c) obligations, contingent or otherwise, of any Group Company to repurchase, redeem, or otherwise acquire any Equity Securities of any Person; or (d) any voting trusts, shareholder agreements, registration rights, proxies or other agreements or understandings in effect with respect to the voting, issuance, redemption, acquisition or transfer of any Equity Securities of any Group Company. The registered capital of each Domestic Company is set forth opposite its name in Section 3.2(iii) of the Disclosure Schedule. The registered capital of each Domestic Company is fully paid according to PRC Laws and its Charter Document as of the date hereof.

Outstanding Security Holders. A complete and current list of all outstanding shareholders, option holders and other holders of Equity Securities holders of the Company (a) as of the date hereof and immediately prior to the Closing is set forth in Schedule III, and (b) immediately after Section 3.2.4 of the Closing is set forth in Schedule IV, in each caseDisclosure Schedule, indicating the type and number of shares, options or other Equity Securities held by each such shareholder, option holder or other Equity Security holder, but (A) excluding the identities . Except as set forth in Section 3.2.4 of the holders of any options or other awards granted by the Company pursuant to the ESOP and (B) aggregating the number of options or other awards granted by the Company pursuant to the ESOP into one line item. All Disclosure Schedule, all outstanding share capital of each of the Group Company Companies and the Founders Holding Companies has been duly and validly issued (or subscribed for), is fully paid and is non-assessable, free of limitation in voting rights, preemptive rights, any other restrictions on transfer and other Liens (except for any restrictions on transfer under applicable Laws and the Transaction Documents), and has been issued in compliance with all applicable Laws, Contracts and preemptive rights. Except for those expressly provided in this Agreement or any Transaction Document, and except for the Option Repurchases, there are no (a) resolutions pending to increase the authorized share capital of any of the Group CompanyCompanies and the Founders Holding Companies; (b) dividends which have accrued or been declared but are unpaid by any Group Company; (c) obligations, contingent or otherwise, of any of the Group Company Companies and the Founders Holding Companies to repurchase, redeem, or otherwise acquire any Equity Securities of any such Person; or (d) any voting trusts, shareholder agreements, registration rights, proxies or other agreements or understandings in effect with respect to the voting, issuance, redemption, acquisition or transfer of any Equity Securities of any Group Company. The registered capital of each Domestic Company is set forth opposite its name in Section 3.2(iii) of the Disclosure Schedule. The registered capital of each Domestic Company is fully paid according to PRC Laws Group Companies and its Charter Document as of the date hereofFounders Holding Companies.