Common use of Capitalization of Subsidiaries Clause in Contracts

Capitalization of Subsidiaries. (a) A list of the names of the Company’s Subsidiaries, including their jurisdiction of organization and the name of any equity holder other than the Company or any Subsidiary of the Company is set forth in Section 4.7(a) of the Company Disclosure Letter. The outstanding shares of capital share or equity interests of each of the Company’s Subsidiaries: (i) have been duly authorized and validly issued, are, to the extent applicable, fully paid and non-assessable; (ii) have been offered, sold and issued in compliance with applicable Law, including federal and state securities Laws, and all requirements set forth in (1) the Governing Documents of each such Subsidiary, and (2) any other applicable Contracts governing the issuance of such securities; (iii) are not subject to, nor have they been issued in violation of, any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of any applicable Law, the Governing Documents of each such Subsidiary or any Contract to which each such Subsidiary is a party or otherwise bound; and (iv) are free and clear of any Liens other than Permitted Liens. (b) The Company owns of record and beneficially all the issued and outstanding shares of capital share or equity interests of such Subsidiaries free and clear of any Liens other than Permitted Liens. Except as set forth in Section 4.7(b) of the Company Disclosure Letter, neither the Company nor its Subsidiaries hold any Securities of any Person. (c) Except as set forth on Section 4.7(c) of the Company Disclosure Letter, the equity securities of the Company that have been issued to PRC residents and subject to any of the registration or reporting requirements of the rules and regulations of the State Administration of Foreign Exchange of the PRC, have been issued and held in compliance with such reporting or registration requirements with respect to such investment in the Company.

Capitalization of Subsidiaries. (a) A list of the names of the Company’s Subsidiaries, including their jurisdiction of organization and the name of any equity holder equityholder other than the Company or any Subsidiary of the Company is set forth in on Section 4.7(a4.07(a) of the Company Disclosure Letter. The outstanding shares of capital share stock or equity interests of each of the Company’s Subsidiaries: Subsidiaries (i) have been duly authorized and validly issued, are, to the extent applicable, fully paid and non-assessable; (ii) have been offered, sold and issued in compliance with applicable Law, including federal and state securities Laws, and all requirements set forth in (1) the Governing Documents of each such Subsidiary, and (2) any other applicable Contracts governing the issuance of such securities; (iii) are not subject to, nor have they been issued in violation of, any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of any applicable Law, the Governing Documents of each such Subsidiary or any Contract to which each such Subsidiary is a party or otherwise bound; and (iv) are free and clear of any Liens other than Permitted Liens. (b) The Company owns of record and beneficially all the issued and outstanding shares of capital share stock or equity interests of such Subsidiaries free and clear of any Liens other than Permitted Liens. Except as set forth in on Section 4.7(b4.07(b) of the Company Disclosure Letter, neither the Company nor its Subsidiaries hold any Securities of any Person. (c) Except as set forth on Section 4.7(c) of the Company Disclosure Letter, the equity securities of the Company that have been issued to PRC residents and subject to any of the registration or reporting requirements of the rules and regulations of the State Administration of Foreign Exchange of the PRC, have been issued and held in compliance with such reporting or registration requirements with respect to such investment in the Company.

Capitalization of Subsidiaries. (a) A list of the names of the Company’s Subsidiaries, including their jurisdiction of organization and the name of any equity holder other than the Company or any Subsidiary of the Company is set forth in Section 4.7(a) of the Company Disclosure Letter. The outstanding shares of capital share or equity interests of Equity Interests in each of the Company’s Subsidiaries: Subsidiaries set forth (ior required to be set forth) on Schedule 4.2 have been duly authorized (if applicable) and validly issued, are, to the extent issued and (if applicable, ) are fully paid and non-assessable; (ii) have been offered, sold nonassessable and were not issued in compliance with applicable Law, including federal and state securities Laws, and all requirements set forth in (1) the Governing Documents of each such Subsidiary, and (2) any other applicable Contracts governing the issuance of such securities; (iii) are not subject to, nor have they been issued or acquired in violation of, of any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of the DGCL, any other applicable Law, the Governing such Subsidiary’s Organizational Documents of each such Subsidiary or any Contract to which each the Company or any such Subsidiary is a party or otherwise by which it or its securities are bound; . Except for the Permitted Liens and (iv) are free and clear as set forth on Schedule 4.7(a), the Company or one or more of any Liens other than Permitted Liens. (b) The Company its Subsidiaries owns of record and beneficially all the issued and outstanding shares of capital share or equity interests of Equity Interests in such Subsidiaries Subsidiaries, free and clear of any Liens other than Permitted Liens. restrictions on sales of securities under applicable securities Laws. (b) Except for the Equity Interests of the Subsidiaries set forth on Schedule 4.2 and as set forth in Section on Schedule 4.7(b) of the Company Disclosure Letter), neither the Company nor any of its Subsidiaries hold owns, controls or has any Securities rights or obligations to redeem or acquire, directly or indirectly, any capital stock or other Equity Interest in any other Person. After giving effect to the Restructuring, each of any Personthe direct and indirect Subsidiaries of the Company will be a direct or indirect wholly-owned Subsidiary of the Company. (c) Except as disclosed in the Interim Financial Statements or as set forth on Section Schedule 4.7(c) ), since the Balance Sheet Date the Company has not declared or paid any distribution or dividend in respect of its Equity Interests and has not repurchased, redeemed or otherwise acquired any Equity Interests of the Company Disclosure LetterCompany, the equity securities of and the Company that have been issued to PRC residents and subject to Board has not authorized any of the registration or reporting requirements of the rules and regulations of the State Administration of Foreign Exchange of the PRC, have been issued and held in compliance with such reporting or registration requirements with respect to such investment in the Companyforegoing.

Capitalization of Subsidiaries. ​ (a) A list All of the names issued and outstanding Equity Securities of the Company’s Subsidiaries, including their jurisdiction of organization and the name of any equity holder other than the Company or any each Subsidiary of the Company is set forth are beneficially, directly or indirectly, by the Company. Except as disclosed in Section 4.7(a) of the Company Disclosure Letter. The outstanding shares of capital share or equity interests Schedule, the Equity Securities of each of the Company’s Subsidiaries: Subsidiaries (i) have been duly authorized and validly issued, and are, to the extent applicable, fully paid (or, in respect of Group Companies incorporated under the Laws of the PRC, partially paid in compliance with applicable Laws) and non-assessableassessable in accordance with their Organizational Documents; (ii) have been offered, sold and issued in compliance in all material respects with applicable Law, including federal and state securities Laws, and all requirements set forth in (1) the Governing Organizational Documents of each such Subsidiary, and (2) any other applicable Contracts governing the issuance of such securitiesEquity Securities; (iii) except as provided under the Control Documents, are not subject to, nor have they been issued in violation of, any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of any applicable Law, the Governing Organizational Documents of each such Subsidiary or any Contract to which each such Subsidiary is a party or otherwise bound; and (iv) to the Knowledge of the Company, are free and clear of any Liens (other than Permitted Liens.restrictions arising under applicable Laws, the Company’s Organizational Documents, the Transaction Agreements and the Control Documents), and, subject to the Laws of the applicable jurisdiction of incorporation or organization with respect to each Subsidiary of the Company, free of any restriction which prevents the payment of dividends to the Company or any of its Subsidiaries. ​ (b) The Company owns Except as contemplated by the Organizational Documents of record and beneficially all the relevant Subsidiary of the Company, there are no outstanding options, restricted stock, restricted stock units, equity appreciation, phantom stock, profit participation, equity or equity-based rights or similar rights with respect to the Equity Securities of, or other equity or voting interest, issued and outstanding shares by any Subsidiary of capital share or equity interests of such Subsidiaries free and clear of any Liens other than Permitted Liensthe Company. Except as set forth in Section 4.7(bprovided under the Control Documents, (i) no Person is entitled to any pre-emptive or similar rights to subscribe for Equity Securities of any Subsidiary of the Company, and (ii) there are no warrants, purchase rights, subscription rights, conversion rights, exchange rights, calls, puts, rights of first refusal or first offer or other Contract that could require any Subsidiary of the Company Disclosure Letterto issue, sell or otherwise cause to become outstanding or to acquire, repurchase or redeem any Equity Securities of any Subsidiary of the Company. There are no outstanding bonds, debentures, notes or other indebtedness of any Subsidiary of the Company having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) on any matter for which the equity-holders of the Company’s Subsidiaries may vote. ​ (c) As of the date of this Agreement, neither the Company nor any of its Subsidiaries hold owns any Equity Securities of in any Person.Person other than the Group Companies. ​ (cd) Except as set forth on Section 4.7(cPursuant to the Control Documents, (i) Beijing Baishilian Technology Co., Ltd. (北京百视联科技有限公司) has exclusive control over the Domestic Company and its Subsidiaries and is entitled to all of the economic benefits from the operations of the Domestic Company and its Subsidiaries; and (ii) the Domestic Company is a “variable interest entity” of the Company Disclosure Letter, the equity securities and its financial results are consolidated into consolidated financial statements of the Company that have been issued to PRC residents and subject to any as if it were a wholly owned Subsidiary of the registration or reporting requirements of the rules and regulations of the State Administration of Foreign Exchange of the PRCCompany, have been issued and held in compliance with such reporting or registration requirements with respect to such investment in the Company.under GAAP. ​

Capitalization of Subsidiaries. (a) A list All of the names issued and outstanding Equity Securities of the Company’s Subsidiaries, including their jurisdiction of organization and the name of any equity holder other than the Company or any each Subsidiary of the Company is set forth are beneficially, directly or indirectly, by the Company. Except as disclosed in Section 4.7(a) of the Company Disclosure Letter. The outstanding shares of capital share or equity interests Schedule, the Equity Securities of each of the Company’s Subsidiaries: Subsidiaries (i) have been duly authorized and validly issued, and are, to the extent applicable, fully paid (or, in respect of Group Companies incorporated under the Laws of the PRC, partially paid in compliance with applicable Laws) and non-assessableassessable in accordance with their Organizational Documents; (ii) have been offered, sold and issued in compliance in all material respects with applicable Law, including federal and state securities Laws, and all requirements set forth in (1) the Governing Organizational Documents of each such Subsidiary, and (2) any other applicable Contracts governing the issuance of such securitiesEquity Securities; (iii) except as provided under the Control Documents, are not subject to, nor have they been issued in violation of, any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of any applicable Law, the Governing Organizational Documents of each such Subsidiary or any Contract to which each such Subsidiary is a party or otherwise bound; and (iv) to the Knowledge of the Company, are free and clear of any Liens (other than Permitted Liensrestrictions arising under applicable Laws, the Company’s Organizational Documents, the Transaction Agreements and the Control Documents), and, subject to the Laws of the applicable jurisdiction of incorporation or organization with respect to each Subsidiary of the Company, free of any restriction which prevents the payment of dividends to the Company or any of its Subsidiaries. (b) The Company owns Except as contemplated by the Organizational Documents of record and beneficially all the relevant Subsidiary of the Company, there are no outstanding options, restricted stock, restricted stock units, equity appreciation, phantom stock, profit participation, equity or equity-based rights or similar rights with respect to the Equity Securities of, or other equity or voting interest, issued and outstanding shares by any Subsidiary of capital share or equity interests of such Subsidiaries free and clear of any Liens other than Permitted Liensthe Company. Except as set forth in Section 4.7(bprovided under the Control Documents, (i) no Person is entitled to any pre-emptive or similar rights to subscribe for Equity Securities of any Subsidiary of the Company, and (ii) there are no warrants, purchase rights, subscription rights, conversion rights, exchange rights, calls, puts, rights of first refusal or first offer or other Contract that could require any Subsidiary of the Company Disclosure Letterto issue, sell or otherwise cause to become outstanding or to acquire, repurchase or redeem any Equity Securities of any Subsidiary of the Company. There are no outstanding bonds, debentures, notes or other indebtedness of any Subsidiary of the Company having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) on any matter for which the equity-holders of the Company’s Subsidiaries may vote. (c) As of the date of this Agreement, neither the Company nor any of its Subsidiaries hold owns any Equity Securities of in any PersonPerson other than the Group Companies. (cd) Except as set forth on Section 4.7(cPursuant to the Control Documents, (i) Beijing Baishilian Technology Co., Ltd. (北京百视联科技有限公司) has exclusive control over the Domestic Company and its Subsidiaries and is entitled to all of the economic benefits from the operations of the Domestic Company and its Subsidiaries; and (ii) the Domestic Company is a “variable interest entity” of the Company Disclosure Letter, the equity securities and its financial results are consolidated into consolidated financial statements of the Company that have been issued to PRC residents and subject to any as if it were a wholly owned Subsidiary of the registration or reporting requirements of the rules and regulations of the State Administration of Foreign Exchange of the PRCCompany, have been issued and held in compliance with such reporting or registration requirements with respect to such investment in the Companyunder GAAP.

Capitalization of Subsidiaries. (a) A list of the names of the Company’s Subsidiaries, including their jurisdiction of organization and the name of any equity holder other than the Company or any Subsidiary of the Company is set forth in Section 4.7(a) of the Company Disclosure Letter. The outstanding shares of capital share stock or equity interests of each of the Company’s Subsidiaries: Subsidiaries (i) have been duly authorized and validly issued, are, to the extent applicable, fully paid and non-assessable, including that all amounts provided for in any agreements for the purchase of shares of the Company have been fully paid and such shares have been issued prior to the date hereof unless disclosed in Section 4.7(a) of the Company Disclosure Letter; (ii) have been offered, sold and issued in compliance with applicable Law, including federal and state securities Laws, and all requirements set forth in (1) the Governing Documents of each such Subsidiary, and (2) any other applicable Contracts governing the issuance of such securities; (iii) are not subject to, nor have they been issued in violation of, any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of any applicable Law, the Governing Documents of each such Subsidiary or any Contract to which each such Subsidiary is a party or otherwise bound; and (iv) are free and clear of any Liens Liens, other than Permitted Securities Liens. (b) The Except as set forth on Section 4.7(b) of the Company Disclosure Letter, the Company, directly or indirectly, owns of record and beneficially all the issued and outstanding shares of capital share stock or equity interests of such Subsidiaries free and clear of any Liens other than Permitted Liens. Except as set forth in Section 4.7(b) of the Company Disclosure Letter, neither the Company nor its Subsidiaries hold any Securities of any Person. (c) Except as set forth on Section 4.7(c4.7(b) of the Company Disclosure Letter, there are no outstanding subscriptions, options, warrants, rights or other securities (including debt securities) exercisable or exchangeable for any capital stock of such Subsidiaries, any other commitments, calls, conversion rights, rights of exchange or privilege (whether pre-emptive, contractual or by matter of Law), plans or other agreements of any character providing for the issuance of additional shares, the sale of treasury shares or other equity interests, or for the repurchase or redemption of shares or other equity interests of such Subsidiaries or the value of which is determined by reference to shares or other equity interests of the Subsidiaries, and there are no voting trusts, proxies or agreements of any kind which may obligate any Subsidiary of the Company to issue, purchase, register for sale, redeem or otherwise acquire any of its capital stock. Except as set forth on Section 4.7(b) of the Company Disclosure Letter, the Company does not own any other equity securities of the Company that have been issued to PRC residents and subject to interests in any of the registration or reporting requirements of the rules and regulations of the State Administration of Foreign Exchange of the PRC, have been issued and held in compliance with such reporting or registration requirements with respect to such investment in the Companyperson.

Capitalization of Subsidiaries. (a) A list All of the names issued and outstanding Equity Securities of the Company’s Subsidiaries, including their jurisdiction of organization and the name of any equity holder other than the Company or any each Subsidiary of the Company is set forth are beneficially, directly or indirectly, owned by the Company. Except as disclosed in Section 4.7(a) of the Company Disclosure Letter. The outstanding shares of capital share or equity interests Schedule, the Equity Securities of each of the Company’s Subsidiaries: Subsidiaries (i) have been duly authorized and validly issued, and are, to the extent applicable, fully paid and non-assessableassessable in accordance with their Organizational Documents; (ii) have been offered, sold and issued in compliance in all material respects with applicable Law, including federal and state securities Laws, and all requirements set forth in (1) the Governing Organizational Documents of each such Subsidiary, and (2) any other applicable Contracts governing the issuance of such securitiesEquity Securities; (iii) are not subject to, nor have they been issued in violation of, any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of any applicable Law, the Governing Organizational Documents of each such Subsidiary or any Contract to which each such Subsidiary is a party or otherwise bound; and (iv) to the Knowledge of the Company are free and clear of any Liens (other than Permitted Liensrestrictions arising under applicable Laws, the Company’s Organizational Documents, and the Transaction Agreements), and, subject to the Laws of the applicable jurisdiction of incorporation or organization with respect to each Subsidiary of the Company, free of any restriction which prevents the payment of dividends to the Company or any of its Subsidiaries. (b) The Company owns Except as contemplated by the Organizational Documents of record and beneficially all the relevant Subsidiary of the Company, there are no outstanding options, restricted stock, restricted stock units, equity appreciation, phantom stock, profit participation, equity or equity-based rights or similar rights with respect to the Equity Securities of, or other equity or voting interest, issued and outstanding shares by any Subsidiary of capital share the Company. (i) No Person is entitled to any pre-emptive or equity interests of such Subsidiaries free and clear similar rights to subscribe for Equity Securities of any Liens Subsidiary of the Company, and (ii) there are no warrants, purchase rights, subscription rights, conversion rights, exchange rights, calls, puts, rights of first refusal or first offer or other than Permitted Liens. Except as set forth in Section 4.7(b) Contract that could require any Subsidiary of the Company Disclosure Letterto issue, sell or otherwise cause to become outstanding or to acquire, repurchase or redeem any Equity Securities of any Subsidiary of the Company. There are no outstanding bonds, debentures, notes or other indebtedness of any Subsidiary of the Company having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) on any matter for which the equity-holders of the Company’s Subsidiaries may vote. (c) As of the date of this Agreement, neither the Company nor any of its Subsidiaries hold owns any Equity Securities of in any PersonPerson other than the Group Companies. (c) Except as set forth on Section 4.7(c) of the Company Disclosure Letter, the equity securities of the Company that have been issued to PRC residents and subject to any of the registration or reporting requirements of the rules and regulations of the State Administration of Foreign Exchange of the PRC, have been issued and held in compliance with such reporting or registration requirements with respect to such investment in the Company.

Capitalization of Subsidiaries. (a) A list of the names of the Company’s Subsidiaries, including their jurisdiction of organization and the name of any equity holder other than the Company or any Subsidiary of the Company is set forth in Section 4.7(a) of the Company Disclosure Letter. The outstanding shares of capital share or equity interests Equity Securities of each of the Company’s Subsidiaries: (i) Subsidiaries have been duly authorized and validly issued, are, to the extent applicable, issued and are fully paid and non-assessable; (ii) have been offered, sold and issued in compliance with applicable Law, including federal and state securities Laws, and all requirements set forth in (1) the Governing Documents of each such Subsidiary, and (2) any other applicable Contracts governing the issuance of such securities; (iii) are not subject to, nor have they been issued in violation of, any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of any applicable Law, the Governing Documents of each such Subsidiary or any Contract to which each such Subsidiary is a party or otherwise bound; and (iv) are free and clear of any Liens other than Permitted Liens. (b) The Company owns of record and beneficially all the issued and outstanding shares of capital share or equity interests of such Subsidiaries free and clear of any Liens other than Permitted Liensnonassessable. Except as set forth in Section 4.7(b6.07(a) of the Company Disclosure Letter, neither all of the outstanding ownership interests in each Subsidiary of the Company nor are owned by the Company, directly or indirectly, free and clear of any Liens (other than the restrictions under applicable Securities Laws, transfer restrictions existing under the terms of the Governing Documents of such Subsidiary, and Permitted Liens) and free of any other limitation or restriction (including any restriction on the right to vote, sell or otherwise dispose of such ownership interests) and have not been issued in violation of preemptive or similar rights. (b) Except as set forth in Section 6.07(b) of the Company Disclosure Letter or contemplated in this Agreement, there are (i) no outstanding Equity Securities of the Company or any of its Subsidiaries hold convertible into or exchangeable for Equity Securities in any Subsidiary of the Company, (ii) no subscriptions, puts, calls, obligations, options, warrants or other rights (including preemptive rights), commitments or arrangements to acquire from the Company or any of its Subsidiaries, or other obligations or commitments of the Company or any of its Subsidiaries to issue, sell or otherwise transfer, any Equity Securities in, any Subsidiary of the Company, (ii) no Contracts to which a Subsidiary of the Company is a party or by which the Subsidiary of the Company or any Personof its assets or properties are bound obligating the Subsidiary of the Company to issue or sell any Equity Securities of, the Subsidiary of the Company, or (iii) no restricted shares, stock appreciation rights, equity equivalents, performance shares, contingent value rights, “phantom” stock or similar securities or rights that are derivative of, or provide economic benefits based, directly or indirectly, on the value or price of, any ownership interests in, any Subsidiary of the Company (the items in clauses (i) through (iii), in addition to all ownership interests of the Company’s Subsidiaries, being referred to collectively as the “Company Subsidiary Securities”). (c) Except as set forth on in Section 4.7(c6.07(c) of the Company Disclosure LetterLetter or contemplated in this Agreement, the equity securities there are no (i) voting agreements, voting trusts, proxies, registration rights agreements, equityholders agreements or other similar agreements or understandings to which any Subsidiary of the Company that have been issued is a party or by which any Subsidiary of the Company is bound with respect to PRC residents and subject the voting or transfer of any shares of capital stock of such Subsidiary, (ii) obligations or commitments of the Company or any of its Subsidiaries to repurchase, redeem or otherwise acquire any of the registration Company Subsidiary Securities or reporting requirements make payments in respect of such shares, including based on the value thereof, or to make any investment (in the form of a loan, capital contribution or otherwise) in any other Person, (iii) outstanding bonds, debentures, notes or other indebtedness of any Subsidiary of the rules and regulations Company having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) on any matter for which the stockholders of any Subsidiary of the State Administration of Foreign Exchange Company may vote, or (iv) as of the PRCdate hereof, have been shares of common stock, preferred stock, incentive equity, phantom equity or other Equity Securities of any Subsidiary of the Company issued and held outstanding. (d) Except for the Company Subsidiary Securities, neither the Company nor any of its Subsidiaries owns or has the right to acquire, directly or indirectly, any Equity Securities in compliance with such reporting or registration requirements with respect to such investment in the Companyany Person.

Capitalization of Subsidiaries. (a) A list All of the names issued and outstanding Equity Securities of the Company’s Subsidiaries, including their jurisdiction of organization and the name of any equity holder other than the Company or any each Subsidiary of the Company is set forth are beneficially, directly or indirectly, owned by the Company. Except as disclosed in Section 4.7(a) of the Company Disclosure Letter. The outstanding shares of capital share or equity interests Schedule, the Equity Securities of each of the Company’s Subsidiaries: Subsidiaries (i) have been duly authorized and validly issued, and are, to the extent applicable, fully paid and non-assessableassessable in accordance with their Organizational Documents; (ii) have been offered, sold and issued in compliance in all material respects with applicable Law, including federal and state securities Laws, and all requirements set forth in (1) the Governing Organizational Documents of each such Subsidiary, and (2) any other applicable Contracts governing the issuance of such securitiesEquity Securities; (iii) are not subject to, nor have they been issued in violation of, any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of any applicable Law, the Governing Organizational Documents of each such Subsidiary or any Contract to which each such Subsidiary is a party or otherwise bound; and (iv) to the Knowledge of the Company are free and clear of any Liens (other than Permitted Liensrestrictions arising under applicable Laws, the Company’s Organizational Documents, and the Transaction Agreements), and, subject to the Laws of the applicable jurisdiction of incorporation or organization with respect to each Subsidiary of the Company, free of any restriction which prevents the payment of dividends to the Company or any of its Subsidiaries. (b) The Company owns Except as contemplated by the Organizational Documents of record and beneficially all the relevant Subsidiary of the Company, there are no outstanding options, restricted stock, restricted stock units, equity appreciation, phantom stock, profit participation, equity or equity-based rights or similar rights with respect to the Equity Securities of, or other equity or voting interest, issued and outstanding shares by any Subsidiary of capital share the Company. (i) No Person is entitled to any pre-emptive or equity interests of such Subsidiaries free and clear similar rights to subscribe for Equity Securities of any Liens Subsidiary of the Company, and (ii) there are no warrants, purchase rights, subscription rights, conversion rights, exchange rights, calls, puts, rights of first refusal or first offer or other than Permitted Liens. Except as set forth in Section 4.7(b) Contract that could require any Subsidiary of the Company Disclosure Letterto issue, sell or otherwise cause to become outstanding or to acquire, repurchase or redeem any Equity Securities of any Subsidiary of the Company. There are no outstanding bonds, debentures, notes or other indebtedness of any Subsidiary of the Company having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) on any matter for which the equity- holders of the Company’s Subsidiaries may vote. (c) As of the date of this Agreement, neither the Company nor any of its Subsidiaries hold owns any Equity Securities of in any PersonPerson other than the Group Companies. (c) Except as set forth on Section 4.7(c) of the Company Disclosure Letter, the equity securities of the Company that have been issued to PRC residents and subject to any of the registration or reporting requirements of the rules and regulations of the State Administration of Foreign Exchange of the PRC, have been issued and held in compliance with such reporting or registration requirements with respect to such investment in the Company.