Obligations of Subscriber. The Subscriber shall deliver to Issuer: (a) a certified copy of its board resolution approving and authorising its execution and performance of this Agreement and (if applicable) its subscription of the Note; and (b) payment in the sum of HK$75,000,000 by way of a cheque or cashier order(s) issued by a licensed bank in Hong Kong/wire transfer an bank account designated by the Issuer. SCHEDULE 3 ISSUER WARRANTIES 1. The entire issued share capital of the Issuer is listed on the Stock Exchange and the Issuer (having made all reasonable enquiries) is not aware of any circumstance or any breach of any rules, regulations or requirements of the Stock Exchange in any material respect whereby the current listing of the Shares on the Stock Exchange will or would be expected to be suspended, cancelled or revoked before or after Completion as a result of the transactions contemplated by this Agreement or to be withdrawn or suspended for more than ten (10) consecutive trading days other than as a result of, or in circumstances where (i) an offer made to holders of Shares (or such holders other than the offeror and/or any company controlled by the offeror and/or persons acting in concert with the offeror) being made to the Issuer for the acquisition of all or any proportion of the Shares or such an offer becoming unconditional or (ii) the Issuer is required to make an announcement pursuant to Chapter 14 and 14A of the Listing Rules. 2. Subject to the fulfilment of the Conditions Precedent specified in Clauses 3.1(a), (b) and (c), the Issuer has the authority, power, capacity and right to enter into and perform its obligations under this Agreement without any further sanction or consent by the holders of any class of shares of the Issuer and has taken all necessary actions to authorise the execution and completion of this Agreement by it and the performance of its obligations hereunder.
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Sources: Subscription Agreement, Subscription Agreement