SHAREHOLDING STRUCTURE Clause Samples

SHAREHOLDING STRUCTURE an updated list of the Borrower’s shareholders / stockholders, and if the Borrower is member of a group of companies, the respective group structure chart, without delay since the date of any amendment in any list and/or upon the Bank’s request in this respect;

SHAREHOLDING STRUCTURE. The chart below sets out the shareholding structure of the Company as at the date of this announcement: SSL ▇▇. ▇▇ SBL ▇▇. ▇▇▇▇▇ 4.09% 12.06% 25.74% 0.89% 20.76% 0.46% 2.20% BRVL SCGL MCIL Other Disinterested Shareholders 100% Participating Management Shareholders 100%

SHAREHOLDING STRUCTURE. Schedule 3(z) contains the detailed current shareholding structure of the Controlling Shareholder (the “Shareholding Structure”). There are no pending or to the Knowledge of the Borrower threatened claims of any third party or within the Controlling Shareholder and its, Affiliates and Subsidiaries in connection with the corporate transactions that resulted in the current Shareholding Structure.

SHAREHOLDING STRUCTURE. The chart included in Section 2.2 of the Schedule of Exceptions sets forth a complete description of the ownership structure of each Group Company and each business enterprise owned or controlled by the Founder (a “Founder Company”).

SHAREHOLDING STRUCTURE. As at the date of this announcement, the Company has 2,177,122,772 Shares in issue. The shareholding structure of the Company (i) as at the date of announcement; and (ii) immediately after the issue of the Option Shares and/or the Conversion Shares upon full exercise of the conversion rights attached to the Convertible Bonds are as follows. As at the date of this announcement ▇▇. ▇▇▇▇ 101,250,000 4.65% 406,047,188 16.36% Public Shareholders 2,075,872,772 953.35% 2,075,872,772 83.64% 2,177,122,772 100.00% 2,481,919,960 100.00% IMPLICATION UNDER THE LISTING RULES Pursuant to Rule 15.02(1) of the Listing Rules, the Option Shares and/or the Conversion Shares which may be issued pursuant to the exercise of the Call Option must not, when aggregated with all other equity securities remain to be issued upon exercise of any other subscription rights of the Company and assuming that such rights were immediately exercised (whether or not such exercise is permissible) exceed 20% of the issued Shares (options granted under the employee or executive share option schemes which comply with Chapter 17 of the Listing Rules are excluded for the purpose of this limit) as at the Completion Date when the Call Option is granted. As at the date of this announcement, the Company has (i) 2,177,122,772 Shares in issue; and (ii) unlisted warrants which entitle the holder thereof to subscribe for a total 113,866,396 new Shares, representing 5.2% of the issued Shares as at the date of this announcement. As such, the maximum number of the Option Shares and/or the Conversion Shares issuable under the Call Option which represents 14% of the total Shares as at the Completion Date is in compliance with Rule 15.02(1) of the Listing Rules. Since the Credit Facility Provider is a company wholly-owned by ▇▇. ▇▇▇▇, an executive Director, the entering into of the Equity Credit Facility Agreement and the transactions contemplated under the Credit Facility Agreement will constitute a connected transactions on part of the Company under Chapter 14A of the Listing Rules and will be subject to reporting, announcement and the independent shareholders’ approval requirements under Chapter 14A of the Listing Rules. Accordingly, the Equity Credit Facility Agreement and the transactions contemplated thereunder including the issue of the Option Shares and/or the Convertible Bonds (as the case may be) pursuant to the exercise of the Call Option or the Put Option, as well as the issue of the Conversion Shares u...

SHAREHOLDING STRUCTURE. Assuming the maximum number of Consideration Shares are allotted and issued to the Vendors, the shareholding structure of the Company before and after the Completion of the Proposed Transactions is set out as follows: Direct Interest Deemed Interest Direct Interest Deemed Interest No. of Shares % No. of Shares % No. of Shares % No. of Shares % Ip ▇▇▇▇ ▇▇▇▇ (1) 74,319,300 36.88 61,601,150 30.57 74,319,300 23.11 61,601,150 19.16 ▇▇▇ ▇▇▇▇ ▇▇ 61,601,150 30.57 74,319,300 36.88 61,601,150 19.16 74,319,300 23.11 ▇▇▇▇▇ (1) ▇▇ ▇▇▇▇▇ - - - - - - - - ▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇ - - - - - - - - ▇▇▇▇ ▇▇ - - - - - - - - Limjoco Substantial Shareholders Vendors) [Nil] - - - - - - - - persons ▇▇▇▇ - - - - 35,294,118 10.98 - - Xinmeng (2) ▇▇▇ ▇▇▇▇ (2) - - - - 35,294,118 10.98 - - ▇▇▇▇ (2) - - - - 49,411,764 15.37 - - ▇▇▇▇ ▇▇▇▇▇▇▇▇ (2) - - - - - - 49,411,764 15.37 (3) Existing 65,614,826 32.55 - - 65,614,826 20.41 - - Public (1) ▇▇ ▇▇▇▇ ▇▇▇▇ and ▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇ are deemed interested in Shares held by the other by virtue of their relationship as spouses. (2) The information in respect of the Vendors and related persons was provided by the Vendors and is subject to further updates including, inter alia, information ascertained in the course of the Company’s due diligence. (3) ▇▇▇▇ ▇▇▇▇▇▇▇▇ holds 83% of the issued share capital of ▇▇▇▇ and is therefore deemed interested in the Shares held by ▇▇▇▇.

SHAREHOLDING STRUCTURE. The shareholding structure of the Target Company (including the Target Company’s structure and agreement control structure recorded in the registration authorities) is shown in Appendix 3. The Target Company undertakes and warrants that the shareholding structure shown in Appendix 3 can accurately and completely reflect its shareholding structure as of the date of execution of the Contract.

SHAREHOLDING STRUCTURE. The table below sets out the shareholding structure of the Company as at the date of this announcement and immediately following implementation of the Proposal and completion of the transfer of 100,000,000 fully paid TopCo Shares by Chen Family Trust SPV 2 to CVC HoldCo (see the section headed “Arrangements Material to the Proposal – Consortium Agreement” in this announcement), assuming that: (a) no further Shares will be issued and no further RSUs will be granted under the 2016 Equity Incentive Plan on or before the Record Date; and (b) there will be no other change in the shareholding of the Company before the Effective Date. As at the date of this announcement Immediately following implementation of the Proposal and completion of the transfer of 100,000,000 fully paid TopCo Shares from Chen Family Trust SPV 2 to CVC HoldCo(7) Number of Shares as a percentage of total number of Shares in issue (%) Number of RSUs which have been granted but have not yet vested Number of Shares Number of Shares %

SHAREHOLDING STRUCTURE. 4.1 Upon Completion, the voting share capital of the Company will be represented by: (i) 103,336,423,049 Ordinary Shares held by the Original Shareholders representing 90.1% of the voting share capital of the Company; and (ii) 11,354,390,546 Preferred Class A Shares held by the Preferred Shareholders representing 9.9% of the voting share capital of the Company. Each Equity Share, regardless of whether it is an Ordinary Share or a Preferred Class A Share, will have one vote. 4.2 On the Completion Date, the Company shall issue 11,354,390,546 Preferred Class A Shares and the Preferred Shareholders shall subscribe for such Preferred Class A Shares as set out opposite their respective names in Schedule 2 (Shareholding After Completion). The rights and privileges afforded to each of the Preferred Class A Shares as they relate to the receipt of Distributable Dividends are set out herein. The Preferred Shareholders shall have preferential rights upon liquidation, as set out in the Articles. The Original Shareholders hereby waive their right to redemption in case of liquidation in favour of the Preferred Shareholders. 4.3 For the avoidance of doubt, no Original Shareholder shall receive any proceeds as a result of liquidation and any and all amounts received in this respect shall be distributed to Preferred Shareholders as set out in the Articles, and otherwise to the extent permitted by Applicable Law, but only up to an amount to be calculated as the Preference Amount compounded by the Redemption Eligible IRR starting on the Completion Date and ending on the date that proceeds are realised as a result of liquidation (“Liquidation Preference Amount”). The Original Shareholders hereby irrevocably assign and transfer any proceeds they might otherwise be entitled to receive as a result of liquidation of the Company by operation of law, including but not limited to the amount they have received in consideration of and corresponding to the nominal / par value of Equity Shares they hold at the time of liquidation which shall not, in any case, be less than the Liquidation Preference Amount less any proceeds resulting from liquidation and any and all amounts received in this respect by the Preferred Shareholders (“Liquidation Assignment Amount”). The parties agree that this Clause is a true, valid, irrevocable and enforceable assignment of the Liquidation Assignment Amount and the Parties agree to take all actions necessary to effect the assignment hereof under any relevan...