SECOND AMENDED AND RESTATED SHAREHOLDERS AGREEMENT among YIXIN GROUP LIMITED 易鑫集团有限公司 BITAUTO HONG KONG LIMITED PARTIES LISTED ON SCHEDULE 1 PARTIES LISTED ON SCHEDULE 2 and PARTIES LISTED ON SCHEDULE 3 Dated May 26, 2017Shareholders Agreement • April 27th, 2018 • Bitauto Holdings LTD • Services-computer processing & data preparation • Hong Kong
CONTRIBUTION AGREEMENTContribution Agreement • April 27th, 2018 • Bitauto Holdings LTD • Services-computer processing & data preparation • Hong Kong
This Contribution Agreement (this “Agreement”) is made as of May 11, 2017, by and between Bitauto Holdings Limited, a company incorporated in the Cayman Islands (“Bitauto”), and Yixin Capital Limited, a company incorporated in the Cayman Islands (the “Company”). Bitauto and the Company are each referred to herein as a “Party,” and collectively as the “Parties.”
AMENDMENT TO SHARE SUBSCRIPTION AGREEMENTShare Subscription Agreement • April 27th, 2018 • Bitauto Holdings LTD • Services-computer processing & data preparation
This AMENDMENT to the Share Subscription Agreement (this “Amendment”) is made and entered into as of May 25, 2017 by and among Yixin Group Limited (formerly known as Yixin Capital Limited), an exempted company incorporated in the Cayman Islands (the “Company”), Bitauto Holdings Limited, an exempted company incorporated under the Laws of the Cayman Islands (the “Key Holder”), and Tencent Mobility Limited, a limited liability company incorporated under the Laws of Hong Kong (the “Purchaser”). Each of the Purchaser, the Company and the Key Holder is referred to herein as a “Party,” and collectively as the “Parties.” Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed thereto in the Subscription Agreement (as defined below).
VOTING AGREEMENTVoting Agreement • April 27th, 2018 • Bitauto Holdings LTD • Services-computer processing & data preparation • Hong Kong
Each of Tencent, JD and Bitauto is referred to as a “Party” and collectively as the “Parties.” Each of Tencent and JD is referred to as an “Investor” and collectively as the “Investors.”
YIXIN CAPITAL LIMITEDPreference Shares Subscription Agreement • April 27th, 2018 • Bitauto Holdings LTD • Services-computer processing & data preparation • Hong Kong
WHEREAS, the Company is engaged in the following businesses: online financial services business, financial leasing business, operating lease business, automobile-related insurance business, financial assessment business, auto-finance agency services, auto-finance information and advertising services, and other related financial business in the PRC (including but not limited to stock financing services for trade partners and sales of asset-backed securities) (collectively, the “Business”), and is seeking expansion capital to grow the Business;
Investment Agreement Regarding Beijing C&I Advertising Co., Ltd. November 1, 2017 Beijing, China Investment AgreementInvestment Agreement • April 27th, 2018 • Bitauto Holdings LTD • Services-computer processing & data preparation
This Investment Agreement Regarding Beijing C&I Advertising Co., Ltd. (hereinafter referred to as this “Agreement”) was signed by and among the following parties on November 1, 2017 in Beijing:
Current Control Documents Termination Agreement By and among Beijing Bitauto Internet Information Co., Ltd. Beijing C&I Advertising Co., Ltd. Beijing Bitauto Information Technology Co., Ltd. Bin LI and Weihai QU June 26, 2017 Beijing, ChinaControl Documents Termination Agreement • April 27th, 2018 • Bitauto Holdings LTD • Services-computer processing & data preparation • Beijing
This Current Control Documents Termination Agreement (this “Agreement”) is executed by and among the following parties as of June 26, 2017 in Beijing:
