PRC Opinion. On the Closing Date, the Underwriter shall have received the favorable opinion of Han Kun Law Offices, PRC counsel to the Company, in form and substance reasonably satisfactory to the Underwriter.
PRC Opinion. On the Closing Date, the Representative shall have received the favorable opinion of Shanghai Hui Kun Law Firm, PRC counsel to the Company, covering the matters set forth in Exhibit E.
PRC Opinion. On the Closing Date, the Representative shall have received the favorable opinion of B&D Law Firm, PRC counsel to the Company, related to, among other things, the descriptions of laws of the PRC and the organization of the Company’s PRC Subsidiaries, affiliates and ownership structure, dated the Closing Date and addressed to the Representative covering the following:
(i) [Insert for each the PRC Subsidiary] [●] has been duly organized and is validly existing as a [●] under the laws and regulations of the PRC; [●]’s business license is in full force and effect; [●] of the equity interests of [●] are owned by [●], and to our Knowledge, such equity interests are free and clear of all liens, encumbrances, equities or claims; and the articles of association, the business license and other constituent documents of [●] comply with the requirements of applicable the PRC laws and regulations and are in full force and effect.
(ii) Except as set forth in the Registration Statement and the Prospectus, each of the PRC Subsidiaries, has full corporate right, power and authority and has all necessary governmental authorizations of and from, and has made all necessary declarations and filings with, all governmental agencies to own, lease, license and use its properties, assets and conduct its business, and such governmental authorizations contain no materially burdensome restrictions or conditions; to our Knowledge, none of the PRC Subsidiaries has any reason to believe that any regulatory body is considering modifying, suspending, revoking or not renewing any such governmental authorizations; and each of the PRC Subsidiaries is in compliance in all material respects with the provisions of all such governmental authorizations and conducts its business in all material respects in accordance with any the PRC laws and regulations to which it is subject or by which it is bound.
(iii) Except as set forth in the Registration Statement and the Prospectus, none of the PRC Subsidiaries has taken any action nor have any steps been taken or legal or administrative proceedings been commenced or threatened for the winding up, dissolution or liquidation of any of the PRC Subsidiaries or for the suspension, withdrawal, revocation or cancellation of any of their respective business license.
(iv) The ownership structure of the PRC Subsidiaries does not violate any prohibitory provisions of the applicable the PRC laws and regulations and the transactions conducted in the PRC involving the ...
PRC Opinion. The Company shall have delivered to the Investors, and the Investors shall be able to rely upon, the legal opinions that the Company shall have received from its legal counsel in the PRC (which, among other things, shall confirm the legality under applicable PRC law of the WOFE and the applicability of SAFE Circular 75, Circular 106 and the September 8 Merger and Acquisition Rules) with such legal opinions being in a form acceptable to the Investors in their sole discretion.
PRC Opinion. Nice Enterprise shall have received an opinion from its legal counsel in Hong Kong that confirms the legality under Hong Kong law of the transactions being effected by Nice Enterprise in connection with the Exchange in form and substance satisfactory to the Investors;
PRC Opinion. On the Closing Date, the Underwriters shall have received the favorable opinion of HanKun Law Offices, PRC counsel to the Company, related to, among other things, the descriptions of laws of the PRC and the organization of the Company’s PRC Subsidiaries, affiliates and ownership structure, dated the Closing Date and addressed to the Underwriters covering the matters set forth in Exhibit A.
PRC Opinion. Omnia shall have received an opinion from its legal counsel in the People's Republic of China that confirms the legality under Chinese law of the transactions being effected by Omnia in connection with the Exchange in form and substance satisfactory to the Investors;
PRC Opinion. Ritar shall have received an opinion from its legal counsel in the People's Republic of China that confirms the legality under Chinese law of the restructuring being effected by Ritar in connection with the Exchange in form and substance satisfactory to the Investors;
PRC Opinion. On the Closing Date, the Underwriter shall have received the favorable opinion of GFE Law Offices, PRC counsel to the Company, in form and substance reasonably satisfactory to the Underwriter.
PRC Opinion. The Company shall have delivered to the Investors, and the Investors shall be able to rely upon, the legal opinion that Powersmart shall have received from its legal counsel in the PRC that confirms the legality under Chinese law of the restructuring being effected by Powersmart in connection with the Exchange Agreement, the obligations of which having been assigned to and assumed by the Company, and that is otherwise satisfactory to the Company, the shareholders of Powersmart, Powersmart and the Investors;
