INVESTMENT MANAGEMENT TRUST AGREEMENT
Exhibit
10.6
This
Agreement is made as of ___________, 2008 by and between New Asia Partners
China
I Corporation (the “Company”) and Continental Stock Transfer & Trust Company
(“Trustee”).
WHEREAS,
the Company’s registration statement on Form S-1, No. 333-148612
(“Registration Statement”), for its initial public offering of securities
(“IPO”) has been declared effective as of the date hereof (“Effective Date”) by
the Securities and Exchange Commission (capitalized terms used herein and not
otherwise defined shall have the meanings set forth in the Registration
Statement); and
WHEREAS,
Ladenburg Xxxxxxxx & Co. Inc. (“Ladenburg”) and Xxxxxx Xxxxxx & Co. Inc.
(“Xxxxxx Xxxxxx”) are acting as the representatives of the underwriters in the
IPO; and
WHEREAS,
as described in the Registration Statement, and in accordance with the Company’s
Amended and Restated Certificate of Incorporation, $24,000,000 of the net
proceeds of the IPO and sale of the Insider Warrants (or $27,600,000 if the
underwriters’ over-allotment option is exercised in full) will be delivered to
the Trustee to be deposited and held in a trust account for the benefit of
the
Company and the holders of the Company’s common stock, par value $.0001 per
share, issued in the IPO as hereinafter provided (the amount to be delivered
to
the Trustee will be referred to herein as the “Property”, the stockholders for
whose benefit the Trustee shall hold the Property will be referred to as the
“Public Stockholders,” and the Public Stockholders and the Company will be
referred to together as the “Beneficiaries”); and
WHEREAS,
pursuant to the Underwriting Agreement among the Company, Ladenburg and Xxxxxx
Xxxxxx, on behalf of the underwriters, a portion of the Property equal to
$720,000 (or the amount specified in a notice pursuant to paragraph 3(f) hereof)
is attributable to deferred underwriting commissions that will become payable
by
the Company to Ladenburg and Xxxxxx Xxxxxx upon the consummation of an Initial
Business Combination (as defined in the Registration Statement) (the “Deferred
Discount”); and
WHEREAS,
the Company and the Trustee desire to enter into this Agreement to set forth
the
terms and conditions pursuant to which the Trustee shall hold the
Property;
IT
IS
AGREED:
1. Agreements
and Covenants of Trustee.
The
Trustee hereby agrees and covenants to:
(a) Hold
the
Property in trust for the Beneficiaries in accordance with the terms of this
Agreement in a segregated trust account (“Trust Account”) established by the
Trustee;
(b) Manage,
supervise and administer the Trust Account subject to the terms and conditions
set forth herein;
(c) In
a
timely manner, upon the instruction of the Company, to invest and reinvest
the
Property in United States “government securities” within the meaning of Section
2(a)(16) of the Investment Company Act of 1940 having a maturity of 180 days
or
less, and/or in any open ended investment company registered under the
Investment Company Act of 1940 that holds itself out as a money market fund
selected by the Company meeting the conditions of paragraphs (c)(2), (c)(3)
and
(c)(4) of Rule 2a-7 promulgated under the Investment Company Act of 1940, as
determined by the Company;
(d) Collect
and receive, when due, all principal and income arising from the Property,
which
shall become part of the “Property,” as such term is used herein;
(e) Notify
the Company, Ladenburg and Xxxxxx Xxxxxx of all communications received by
it
with respect to any Property requiring action by the Company;
(f) Supply
any necessary information or documents as may be requested by the Company in
connection with the Company’s preparation of the tax returns for the Trust
Account;
(g) Participate
in any plan or proceeding for protecting or enforcing any right or interest
arising from the Property if, as and when instructed by the Company, Ladenburg
and/or Xxxxxx Xxxxxx to do so;
(h) Render
to
the Company, Ladenburg, Xxxxxx Xxxxxx and to such other person as the Company
may instruct, monthly written statements of the activities of and amounts in
the
Trust Account reflecting all receipts and disbursements of the Trust Account;
and
(i) Commence
liquidation of the Trust Account only after and promptly after receipt of,
and
only in accordance with, the terms of a letter (“Termination Letter”), in a form
substantially similar to that attached hereto as either Exhibit A or Exhibit
B
hereto, signed on behalf of the Company by its Chief Executive Officer,
President or Chairman of the Board and Corporate Secretary or other authorized
officer of the Company, and complete the liquidation of the Trust Account and
distribute the Property in the Trust Account only as directed in the Termination
Letter and the other documents referred to therein; provided, however, that
in
the event that a Termination Letter has not been received by the Trustee by
the
close of business on the “business day” that is the 36-month anniversary of the
effective date of the Registration Statement (the “Last Date”), the Trust
Account shall be liquidated in accordance with the procedures set forth in
the
Termination Letter attached as Exhibit B hereto and distributed to the
stockholders of record on the Last Date. The provisions of this Section 1(i)
may
not be modified, amended or deleted under any circumstances.
2. Limited
Distributions of Income from Trust Account.
(a) Upon
written request from the Company, which may be given from time to time in a
form
substantially similar to that attached hereto as Exhibit C, the Trustee shall
distribute to the Company the amount requested by the Company to cover any
tax
obligation owed by the Company;
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(b) Upon
written request from the Company, which may be given from time to time in a
form
substantially similar to that attached hereto as Exhibit D, the Trustee shall
distribute to the Company the amount requested by the Company to cover expenses
related to investigating and selecting a target business and other working
capital requirements; provided, however, that the aggregate amount of all such
distributions (excluding amounts distributed pursuant to Section 2(a) above)
shall not exceed $700,000 and the Company will not be allowed to withdraw
interest income earned on the Trust Account unless there is sufficient funds
available to pay the Company’s tax obligations on such interest income or
otherwise then due at that time; and
(c) The
limited distributions referred to in Sections 2(a) and 2(b) above shall be
made
only from income collected on the Property. Except as provided in Section 2(a)
and 2(b) above, no other distributions from the Trust Account shall be permitted
except in accordance with Section 1(i) hereof.
3. Agreements
and Covenants of the Company.
The
Company hereby agrees and covenants to:
(a) Give
all
instructions to the Trustee hereunder in writing, signed by the Company’s
Chairman of the Board or President or other authorized officer. In addition,
except with respect to its duties under paragraphs 1(i), 2(a) and 2(b) above,
the Trustee shall be entitled to rely on, and shall be protected in relying
on,
any verbal or telephonic advice or instruction which it in good faith believes
to be given by any one of the persons authorized above to give written
instructions, provided that the Company shall promptly confirm such instructions
in writing;
(b) In
all
cases, the Company shall provide Ladenburg and Xxxxxx Xxxxxx with a copy of
any
Termination Letters and/or any other correspondence that it sends to the Trustee
with respect to any proposed withdrawal from the Trust Account promptly after
it
issues same.
(c) Hold
the
Trustee harmless and indemnify the Trustee from and against, any and all
expenses, including reasonable counsel fees and disbursements, or loss suffered
by the Trustee in connection with any action, suit or other proceeding brought
against the Trustee involving any claim, or in connection with any claim or
demand which in any way arises out of or relates to this Agreement, the services
of the Trustee hereunder, or the Property or any income earned from investment
of the Property, except for expenses and losses resulting from the Trustee’s
gross negligence or willful misconduct. Promptly after the receipt by the
Trustee of notice of demand or claim or the commencement of any action, suit
or
proceeding, pursuant to which the Trustee intends to seek indemnification under
this paragraph, it shall notify the Company in writing of such claim
(hereinafter referred to as the “Indemnified Claim”). The Trustee shall have the
right to conduct and manage the defense against such Indemnified Claim,
provided, that the Trustee shall obtain the consent of the Company with respect
to the selection of counsel, which consent shall not be unreasonably withheld.
The Trustee may not agree to settle any Indemnified Claim without the prior
written consent of the Company, which consent shall not be unreasonably
withheld. The Company may participate in such action with its own
counsel;
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(d) Pay
the
Trustee an initial acceptance fee, an annual fee and a transaction processing
fee for each disbursement made pursuant to Section 2 as set forth on Schedule
A
hereto, which fees shall be subject to modification by the parties from time
to
time. It is expressly understood that the Property shall not be used to pay
such
fees unless and until it is distributed to the Company pursuant to Section
2.
The Company shall pay the Trustee the initial acceptance fee and first year’s
fee at the consummation of the IPO and thereafter on the anniversary of the
Effective Date. The Trustee shall refund to the Company the annual fee (on
a pro
rata basis) with respect to any period after the liquidation of the Trust Fund.
The Company shall not be responsible for any other fees or charges of the
Trustee except as set forth in this Section 3(c) and as may be provided in
Section 3(b) hereof (it being expressly understood that the
Property shall not be used to make any payments to the Trustee under such
Sections, except to the extent it is distributed to the Company pursuant to
Section 2);
(e) In
connection with any vote of the Company’s stockholders regarding a Business
Combination or an Extension Period (as described in the Registration Statement),
provide to the Trustee an affidavit or certificate of a firm regularly engaged
in the business of soliciting proxies and/or tabulating stockholder votes
verifying the vote of the Company’s stockholders regarding such Business
Combination; and
(f) Within
five business days after Ladenburg’s and Xxxxxx Xxxxxx’x over-allotment option
(or any unexercised portion thereof) expires or is exercised in full, provide
the Trustee with
a notice
in writing (with a copy to Ladenburg and Xxxxxx Xxxxxx) of the total amount
of
the Deferred Discount, which shall in no event be less than $720,000.
A
business day shall be any day that is not a Saturday, Sunday or other day on
which banks are required or authorized by law to be closed in the City of New
York.
4. Limitations
of Liability.
The
Trustee shall have no responsibility or liability to:
(a) Take
any
action with respect to the Property, other than as directed in paragraphs 1
and
2 hereof and the Trustee shall have no liability to any party except for
liability arising out of its own gross negligence or willful
misconduct;
(b) Institute
any proceeding for the collection of any principal and income arising from,
or
institute, appear in or defend any proceeding of any kind with respect to, any
of the Property unless and until it shall have received instructions from the
Company given as provided herein to do so and the Company shall have advanced
or
guaranteed to it funds sufficient to pay any expenses incident
thereto;
(c) Change
the investment of any Property, other than in compliance with paragraph
1(c);
(d) Refund
any depreciation in principal of any Property;
(e) Assume
that the authority of any person designated by the Company to give instructions
hereunder shall not be continuing unless provided otherwise in such designation,
or unless the Company shall have delivered a written revocation of such
authority to the Trustee;
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(f) The
other
parties hereto or to anyone else for any action taken or omitted by it, or
any
action suffered by it to be taken or omitted, in good faith and in the exercise
of its own best judgment, except for its gross negligence or willful misconduct.
The Trustee may rely conclusively and shall be protected in acting upon any
order, notice, demand, certificate, opinion or advice of counsel (including
counsel chosen by the Trustee), statement, instrument, report or other paper
or
document (not only as to its due execution and the validity and effectiveness
of
its provisions, but also as to the truth and acceptability of any information
therein contained) which is believed by the Trustee, in good faith, to be
genuine and to be signed or presented by the proper person or persons. The
Trustee shall not be bound by any notice or demand, or any waiver, modification,
termination or rescission of this Agreement or any of the terms hereof, unless
evidenced by a written instrument delivered to the Trustee signed by the proper
party or parties and, if the duties or rights of the Trustee are affected,
unless it shall give its prior written consent thereto;
(g) Verify
the correctness of the information set forth in the Registration Statement
or to
confirm or assure that any acquisition made by the Company or any other action
taken by it is as contemplated by the Registration Statement; and
(h) File
information returns with the United States Internal Revenue Service and payee
statements with the Company, documenting the taxes payable by the Company,
if
any, relating to interest earned on the Property. Prepare, execute and file
tax
reports, income or other tax returns and pay any taxes with respect to income
and activities relating to the Trust Account, regardless of whether such tax
is
payable by the Trust Account or the Company (including but not limited to income
tax obligations), it being expressly understood that as set forth in Section
2(a), if there is any income or other tax obligation relating to the Trust
Account or the Property in the Trust Account, as determined from time to time
by
the Company and regardless of whether such tax is payable by the Company or
the
Trust, at the written instruction of the Company, the Trustee shall make funds
available in cash from the Property in the Trust Account an amount specified
by
the Company as owing to the applicable taxing authority, which amount shall
be
paid directly to the Company by electronic funds transfer, account debit or
other method of payment, and the Company shall forward such payment to the
taxing authority;
(i) Verify
calculations, qualify or otherwise approve Company requests for distributions
pursuant to Section 1(i), 2(a) or 2(b) above.
5. Termination.
This
Agreement shall terminate as follows:
(a) If
the
Trustee gives written notice to the Company that it desires to resign under
this
Agreement, the Company shall use its reasonable efforts to locate a successor
trustee. At such time that the Company notifies the Trustee that a successor
trustee has been appointed by the Company and has agreed to become subject
to
the terms of this Agreement, the Trustee shall transfer the management of the
Trust Account to the successor trustee, including but not limited to the
transfer of copies of the reports and statements relating to the Trust Account,
whereupon this Agreement shall terminate; provided, however, that, in the event
that the Company does not locate a successor trustee within ninety days of
receipt of the resignation notice from the Trustee, the Trustee may submit
an
application to have the Property deposited with any court in the State of New
York or with the United States District Court for the Southern District of
New
York and upon such deposit, the Trustee shall be immune from any liability
whatsoever; or
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(b) At
such
time that the Trustee has completed the liquidation of the Trust Account in
accordance with the provisions of paragraph 1(i) hereof, and distributed the
Property in accordance with the provisions of the Termination Letter, this
Agreement shall terminate except with respect to Paragraph 3(b).
6. Miscellaneous.
(a) The
Company and the Trustee each acknowledge that the Trustee will rely upon account
numbers or other identifying numbers of a beneficiary, beneficiary’s bank or
intermediary bank, rather than names. The Trustee shall not be liable for any
loss, liability or expense resulting from any error in an account number or
other identifying number, provided it has accurately transmitted the numbers
provided.
(b) This
Agreement shall be governed by and construed and enforced in accordance with
the
laws of the State of New York, without giving effect to conflicts of law
principles
that would result in the application of the substantive laws of another
jurisdiction. It may be executed in several original or facsimile counterparts,
each one of which shall constitute an original, and together shall constitute
but one instrument.
(c) This
Agreement contains the entire agreement and understanding of the parties hereto
with respect to the subject matter hereof. Except for Section 1(i) (which may
not be amended under any circumstances), this Agreement or any provision hereof
may only be changed, amended or modified by a writing signed by each of the
parties hereto; provided, however, that no such change, amendment or
modification may be made without the prior written consent of Ladenburg and
Xxxxxx Xxxxxx. As to any claim, cross—claim or counterclaim in any way relating
to this Agreement, each party waives the right to trial by jury.
(d) The
parties hereto consent to the jurisdiction and venue of any state or federal
court located in the City of New York, Borough of Manhattan, for purposes of
resolving any disputes hereunder.
(e) Any
notice, consent or request to be given in connection with any of the terms
or
provisions of this Agreement shall be in writing and shall be sent by express
mail or similar private courier service, by certified mail (return receipt
requested), by hand delivery or by facsimile transmission:
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if
to the Trustee, to:
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Continental
Stock Transfer & Trust Company
00
Xxxxxxx Xxxxx
Xxx
Xxxx, Xxx Xxxx 00000
Attn:
[______________]
Fax
No.: (000) 000-0000
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if
to the Company, to:
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0000-00
Xxxxx Insurance Building
166
Lu Jia Zui Xxxx Xx
Xxxxxx,
Xxxxxxxx, 000000, Xxxxx
Attn:
Chief Executive Officer
Fax
No.: 8621-5879-8153
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in
either case with a copy to:
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Ladenburg
Xxxxxxxx & Co. Inc.
0000
Xxxxxxxx Xxxx.
00xx
Xxxxx
Xxxxx,
Xxxxxxx 00000
Attn:
Xxxxx Xxxxxx
Fax
No.: (000) 000-0000
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and:
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Xxxxxx
Xxxxxx & Co. Inc.
000
Xxxxx Xxxxxx, 00xx
Xxxxx (HQ)
Xxx
Xxxx, Xxx Xxxx 00000
Attn:
Xxxx Xxxxxx
Fax
No.: (000) 000-0000
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(f) This
Agreement may not be assigned by the Trustee without the prior consent of the
Company, Ladenburg and Xxxxxx Xxxxxx.
(g) Each
of
the Trustee and the Company hereby represents that it has the full right and
power and has been duly authorized to enter into this Agreement and to perform
its respective
obligations as contemplated hereunder. The Trustee acknowledges and agrees
that
it shall not make any claims or proceed against the Trust Account, including
by
way of set-off, and shall not be entitled to any funds in the Trust Account
under any circumstance.
(h) Each
of
the Company and the Trustee hereby acknowledge that Ladenburg and Xxxxxx Xxxxxx
are third party beneficiaries of this Agreement.
[SIGNATURES
ON FOLLOWING PAGE]
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IN
WITNESS WHEREOF, the parties have duly executed this Investment Management
Trust
Agreement as of the date first written above.
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CONTINENTAL
STOCK TRANSFER & TRUST COMPANY, as Trustee
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By:
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Name:
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Title:
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By:
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Name:
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Title:
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SCHEDULE
A
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Fee
Item
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Time
and method of payment
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Amount
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Initial
acceptance fee
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Initial closing of IPO by wire transfer |
$
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[_____]
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Annual
fee
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First year, initial closing of IPO by wire transfer; thereafter on the anniversary of the effective date of the IPO by wire transfer or check |
$
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[_____]
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Transaction
processing fee for disbursements to Company under Section
2
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Deduction by Trustee from accumulated income following disbursement made to Company under Section 2 |
$
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[_____]
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EXHIBIT
A
[Letterhead
of Company]
[Insert
date]
Continental
Stock Transfer
&
Trust Company
00
Xxxxxxx Xxxxx
Xxx
Xxxx
Xxx Xxxx 00000
Attn:
Xxxxxx Xxxxxx
Re:
Trust Account No. Termination Letter
Gentlemen:
Pursuant
to paragraph 1(i) of the Investment Management Trust Agreement between New
Asia
Partners China I Corporation (“Company”) and Continental Stock Transfer &
Trust Company (“Trustee”), dated as of ____________, 2008 (“Trust Agreement”),
this is to advise you that the Company has entered into an agreement (“Business
Agreement”) with ________________ (“Target Business”) to consummate a business
combination with Target Business (“Business Combination”) on or about [insert
date]. The Company shall notify you at least 48 hours in advance of the actual
date of the consummation of the Business Combination (“Consummation
Date”).
In
accordance with the terms of the Trust Agreement, we hereby authorize you to
commence liquidation of the Trust Account to the effect that, on the
Consummation Date, all of funds held in the Trust Account will be immediately
available for transfer to the account or accounts that the Company shall direct
on the Consummation Date.
On
the
Consummation Date (i) counsel for the Company shall deliver to you written
notification that the Business Combination has been consummated (“Counsel’s
Letter”) (ii) the Company shall deliver to you (a) [an affidavit] [a
certificate] of __________________which verifies the vote of the Company’s
stockholders in connection with the Business Combination and (b) written
instructions with respect to the transfer of the funds held in the Trust Account
other than the Deferred Discount (“Instruction Letter”) and (iii) Ladenburg and
Xxxxxx Xxxxxx shall deliver to you written instructions for delivery of the
Deferred Discount. You are hereby directed and authorized to transfer the funds
held in the Trust Account immediately upon your receipt of the Counsel’s Letter
and the Instruction Letter, (a) to Ladenburg and Xxxxxx Xxxxxx in an amount
equal to the Deferred Discount as so directed by them, and (b) the remainder
in
accordance with the terms of the Instruction Letter. In the event that certain
deposits held in the Trust Account may not be liquidated by the Consummation
Date without penalty, you will notify the Company of the same and the Company
shall direct you as to whether such funds should remain in the Trust Account
and
distributed after the Consummation Date to the Company. Upon the distribution
of
all the funds in the Trust Account pursuant to the terms hereof, the Trust
Agreement shall be terminated and the Trust Account closed.
In
the
event that the Business Combination is not consummated on the Consummation
Date
described in the notice thereof and we have not notified you on or before the
original Consummation Date of a new Consummation Date, then upon the Trustee’s
receipt of a written request from the Company, the funds held in the Trust
Account shall be reinvested as provided in the Trust Agreement on the business
day immediately following the original Consummation Date as set forth in the
notice.
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Very
truly yours,
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By:
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Name:
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Title:
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cc: Ladenburg
Xxxxxxxx & Co. Inc.
cc: Xxxxxx
Xxxxxx & Co. Inc.
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EXHIBIT
B
[Letterhead
of Company]
[Insert
date]
Continental
Stock Transfer
&
Trust Company
00
Xxxxxxx Xxxxx
Xxx
Xxxx
Xxx Xxxx 00000
Attn:
Xxxxxx Xxxxxx
Re:
Trust Account No. Termination Letter
Gentlemen:
Pursuant
to paragraph 1(i) of the Investment Management Trust Agreement between New
Asia
Partners China I Corporation (“Company”) and Continental Stock Transfer &
Trust Company (“Trustee”), dated as of ______________, 2008 (“Trust Agreement”),
this is to advise you that the Company has been unable to effect a Business
Combination with a Target Company within the time frame specified in the
Company’s Certificate of Incorporation, as described in the Company’s prospectus
relating to its IPO.
In
accordance with the terms of the Trust Agreement, we hereby authorize you,
to
commence liquidation of the Trust Account as promptly as practicable. The
Company has appointed [__________________] to serve as its Designated Paying
Agent; accordingly, you will notify the Company and the “Designated Paying
Agent” in writing as to when all of the funds in the Trust Account will be
available for immediate transfer (the “Transfer Date”). The Designated Paying
Agent shall thereafter notify you as to the account or accounts of the
Designated Paying Agent that the funds in the Trust Account should be
transferred to on the Transfer Date so that the Designated Paying Agent may
commence distribution of such funds in accordance with the Company’s
instructions. You shall have no obligation to oversee the Designated Paying
Agent’s distribution of the funds. Upon the payment to the Designated Paying
Agent of all the funds in the Trust Account, the Trust Agreement shall terminate
in accordance with the terms thereof.
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Very
truly yours,
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By:
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Name:
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Title:
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cc: Ladenburg
Xxxxxxxx & Co. Inc.
cc: Xxxxxx
Xxxxxx & Co. Inc.
EXHIBIT
C
[Letterhead
of Company]
[Insert
date]
Continental
Stock Transfer
&
Trust Company
00
Xxxxxxx Xxxxx
Xxx
Xxxx
Xxx Xxxx 00000
Attn:
Xxxxxx Xxxxxx
Re:
Trust Account No.
Gentlemen:
Pursuant
to paragraph 2(a) of the Investment Management Trust Agreement between New
Asia
Partners China I Corporation (“Company”) and Continental Stock Transfer &
Trust Company (“Trustee”), dated as of ____________, 2008 (“Trust Agreement”),
the Company hereby requests that you deliver to the Company $____________ of
the
income earned on the Property as of the date hereof. The Company needs such
funds to pay for the tax obligations as set forth on the attached tax return
or
tax statement. In accordance with the terms of the Trust Agreement, you are
hereby directed and authorized to transfer (via wire transfer) such funds
promptly upon your receipt of this letter to the Company’s operating account at:
[WIRE
INSTRUCTION INFORMATION]
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Very
truly yours,
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By:
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Name:
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Title:
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cc: Ladenburg
Xxxxxxxx & Co. Inc.
cc: Xxxxxx
Xxxxxx & Co. Inc.
EXHIBIT
D
[Letterhead
of Company]
[Insert
date]
Continental
Stock Transfer
&
Trust Company
00
Xxxxxxx Xxxxx
Xxx
Xxxx
Xxx Xxxx 00000
Attn:
Xxxxxx Xxxxxx
Re:
Trust Account No.
Gentlemen:
Pursuant
to paragraph 2(b) of the Investment Management Trust Agreement between New
Asia
Partners China I Corporation (“Company”) and Continental Stock Transfer &
Trust Company (“Trustee”), dated as of ______________, 2008 (“Trust Agreement”),
the Company hereby requests that you deliver to the Company $____________ of
the
income earned on the Property as of the date hereof, which does not exceed,
in
the aggregate with all such prior disbursements pursuant to paragraph 2(b),
if
any, the maximum amount set forth in paragraph 2(b). The Company needs such
funds to pay its expenses relating to investigating and selecting a target
business and other working capital requirements. In accordance with the terms
of
the Trust Agreement, you are hereby directed and authorized to transfer (via
wire transfer) such funds promptly upon your receipt of this letter to the
Company’s operating account at:
[WIRE INSTRUCTION INFORMATION]
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Very
truly yours,
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NEW
ASIA PARTNERS CHINA I CORPORATION
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By:
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Name:
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Title:
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cc: Ladenburg
Xxxxxxxx & Co. Inc.
cc: Xxxxxx
Xxxxxx & Co. Inc.
EXHIBIT
E
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AUTHORIZED
INDIVIDUAL(S) FOR
TELEPHONE
CALL BACK
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AUTHORIZED
TELEPHONE NUMBER(S) |
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Company:
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New
Asia Partners China I Corporation
0000-00
Xxxxx Insurance Building
166
Lu Jia Zui Xxxx Xx
Xxxxxx,
Xxxxxxxx, 000000, Xxxxx
Attn :
Chief Executive Officer
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(00-00)
0000-0000
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Trustee:
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Continental
Stock Transfer & Trust Company
00
Xxxxxxx Xxxxx
Xxx
Xxxx, Xxx Xxxx 00000
Attn:
[_____________]
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(000)
000-0000
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