Common use of PRC Matters Clause in Contracts

PRC Matters. (i) Daifu conducts substantially all of its operations and generates substantially all of its revenue through Puhua Kangjian Environment Technology (Shenzhen) Limited (the “PRC Subsidiary”). The PRC Subsidiary has been duly established, is validly existing as a company in good standing under the laws of the PRC, has the corporate power and authority to own, lease and operate its property and to conduct its business and is duly qualified to transact business and is in good standing in each jurisdiction in which the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that the failure to be so qualified or be in good standing is not reasonably likely to result in a Material Adverse Effect on Daifu. The PRC Subsidiary has applied for and obtained all requisite business licenses, clearances and permits required under PRC laws and regulations as necessary for the conduct of its businesses, and the PRC Subsidiary has complied in all material respects with all PRC laws and regulations in connection with foreign exchange, including without limitation, carrying out all relevant filings, registrations and applications for relevant permits with the PRC State Administration of Foreign Exchange and any other relevant authorities, and all such permits are in full force and effect, in each case except where the failure to hold, or comply with, any of them is not reasonably likely to result in a Material Adverse Effect on Daifu. The registered capital of the PRC Subsidiary has been fully paid up in accordance with the schedule of payment stipulated in its respective articles of association, approval document, certificate of approval and legal person business license (hereinafter referred to as the “Establishment Documents”) and in compliance with PRC laws and regulations, and there is no outstanding capital contribution commitment for the PRC Subsidiary. The Establishment Documents of the PRC Subsidiary have been duly approved in accordance with the laws of the PRC and are valid and enforceable. The business scope specified in the Establishment Documents of the PRC Subsidiary complies with the requirements of all relevant PRC laws and regulations. The outstanding equity interests of the PRC Subsidiary are owned of record by Daifu or a wholly owned subsidiary, except for such specific entities or individuals identified as the registered holders thereof in the Daifu Schedules.

PRC Matters. (i) Daifu Ailibao conducts substantially all of its operations and generates substantially all of its revenue through Puhua Kangjian Environment Technology (Shenzhen) Limited Fujian Jinjiang Chendai Ailibao Shoes & Clothes Co., Ltd. (the “PRC SubsidiaryVIE”). The PRC Subsidiary VIE has been duly established, is validly existing as a company in good standing under the laws of the PRC, has the corporate power and authority to own, lease and operate its property and to conduct its business and is duly qualified to transact business and is in good standing in each jurisdiction in which the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that the failure to be so qualified or be in good standing is not reasonably likely to result in a Material Adverse Effect on DaifuEffect. The PRC Subsidiary VIE has applied for and obtained all requisite business licenses, clearances and permits required under PRC laws and regulations as necessary for the conduct of its businesses, and the PRC Subsidiary VIE has complied in all material respects with all PRC laws and regulations in connection with foreign exchange, including without limitation, carrying out all relevant filings, registrations and applications for relevant permits with the PRC State Administration of Foreign Exchange and any other relevant authorities, and all such permits are in full force and effect, in each case except where the failure to hold, or comply with, any of them is not reasonably likely to result in a Material Adverse Effect on DaifuEffect. The registered capital of the PRC Subsidiary VIE has been fully paid up in accordance with the schedule of payment stipulated in its respective articles of association, approval document, certificate of approval and legal person business license (hereinafter referred to as the “Establishment Documents”) and in compliance with PRC laws and regulations, and there is no outstanding capital contribution commitment for the PRC SubsidiaryVIE. The Establishment Documents of the PRC Subsidiary VIE have been duly approved in accordance with the laws of the PRC and are valid and enforceable. The business scope specified in the Establishment Documents of the PRC Subsidiary VIE complies with the requirements of all relevant PRC laws and regulations. The outstanding equity interests of the PRC Subsidiary VIE are owned of record by Daifu Ailibao or a wholly owned subsidiary, except for such specific entities or individuals identified as the registered holders thereof in the Daifu SchedulesSchedule 2.09.

PRC Matters. (i) Daifu Fortune conducts substantially all of its operations and generates substantially all of its revenue through Puhua Kangjian Environment Technology Wuhan Kangfu Consulting and Management Corporation (Shenzhenthe “WFOE”) Limited and Chongqing Jiafu Health Industry Co., Ltd. (the “PRC SubsidiaryVIE”, collectively with the WFOE, the “PRC Entities”). The Each of the PRC Subsidiary Entities has been duly established, is validly existing as a company in good standing under the laws of the PRC, has the corporate power and authority to own, lease and operate its property and to conduct its business and is duly qualified to transact business and is in good standing in each jurisdiction in which the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that the failure to be so qualified or be in good standing is not reasonably likely to result in a Material Adverse Effect on DaifuEffect. The Except as otherwise disclosed to the Company, each of the PRC Subsidiary Entities has applied for and obtained all requisite business licenses, clearances and permits required under PRC laws and regulations as necessary for the conduct of its businesses, and all such licenses, clearances and permits are in full force and effect, and each of the PRC Subsidiary Entities has complied in all material respects with all PRC laws and regulations in connection with foreign exchange, including without limitation, carrying out all relevant filings, registrations and applications for relevant permits with the PRC State Administration of Foreign Exchange and any other relevant authorities, and all such permits are in full force and effectregulations, in each case except where the failure to hold, or comply with, any of them is not reasonably likely to result in a Material Adverse Effect on DaifuEffect. The registered capital of the PRC Subsidiary VIE has been fully paid up in accordance with the schedule of payment stipulated in its respective articles of association, approval document, certificate of approval and legal person business license (hereinafter referred to as the “Establishment Documents”) and in compliance with PRC laws and regulations, and there is no outstanding capital contribution commitment for the PRC SubsidiaryVIE. The respective Establishment Documents of the PRC Subsidiary Entities have been duly approved in accordance with the laws of the PRC and are valid and enforceable. The business scope specified in the Establishment Documents of the PRC Subsidiary Entities complies with the requirements of all relevant PRC laws and regulations. The outstanding equity interests of the PRC Subsidiary VIE are owned of record by Daifu or a wholly owned subsidiaryXxxxx Xxx, except for such specific entities or individuals identified as the registered holders thereof Xxxx Xx and Xiangju Mu in the Daifu Schedules.amounts set forth on Schedule B.