REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 20th, 2011 • China Growth Equity Investment LTD • Blank checks
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of _________, 2011, is made and entered into by and among China Growth Equity Investment Ltd., a Cayman Islands limited life exempted company (the “ Company ”), Chum Capital Limited, Xuechu He and Teng Zhou (collectively, the “ Sponsor ” or the “Founder ”), the undersigned parties listed under Holder on the signature page hereto and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement (each such party, the Founder and the Sponsor, a “ Holder ” and collectively the “ Holders ”).
WARRANT AGREEMENT CHINA GROWTH EQUITY INVESTMENT LTD. and AMERICAN STOCK TRANSFER & TRUST COMPANY, as Warrant Agent WARRANT AGREEMENT Dated as of , 2011Warrant Agreement • May 20th, 2011 • China Growth Equity Investment LTD • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2011, is by and between China Growth Equity Investment Ltd., a Cayman Islands limited life exempted company (the “ Company ”), and American Stock Transfer & Trust Company, a New York corporation, as Warrant Agent (the “ Warrant Agent ”).
China Growth Equity Investment Ltd. A12 Jianguomenwai Avenue NCI Tower, Suite 1602 Beijing, PRC 100022 Deutsche Bank Securities Inc. Los Angeles, California 90071Letter Agreement • May 20th, 2011 • China Growth Equity Investment LTD • Blank checks • New York
This letter (“Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “ Underwriting Agreement ”) to be entered into by and between China Growth Equity Investment Ltd., a Cayman Islands limited life exempted company (the “ Company ”), and Deutsche Bank Securities Inc., as representative of the several underwriters (the “ Underwriters ”), relating to an underwritten initial public offering (the “ Offering ”) of 6,000,000 of the Company’s units (the “ Units ”), each comprised of one of the Company’s ordinary shares, par value $0.001 per share (the “Ordinary Shares”), and one warrant exercisable for one Ordinary Share (each, a “ Warrant ”). The Units sold in the Offering shall be quoted and traded on the Nasdaq Capital Market pursuant to a registration statement on Form S-1 and prospectus (the “ Prospectus ”) filed by the Company with the Securities and Exchange Commission (the “ Commission ”). Certain capitalized terms used herein are defined in pa
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • May 20th, 2011 • China Growth Equity Investment LTD • Blank checks • New York
This Agreement is made effective as of , 2011 by and between China Growth Equity Investment Ltd. (the “ Company ”) and American Stock Transfer & Trust Company (the “ Trustee ”).
