Common use of Shares and Shareholders Clause in Contracts

Shares and Shareholders. All of the shares of each of the Operating Subsidiaries set forth in Schedule II and formed in the United Kingdom have been validly created and, assuming creation against payment therefore, are fully paid. All of the issued shares of each of the Operating Subsidiaries set forth in Schedule II and formed in the United Kingdom (other than Teekay Nakilat (II) Limited) are directly owned by Teekay BLT Corporation and, so far as such counsel is aware, free and clear of all Liens. All of the issued shares of Teekay Nakilat (II) Limited are owned by Teekay Nakilat Corporation. So far as such counsel is aware, there are no outstanding rights, warrants or options to acquire, or instruments convertible or exchangeable for, any shares of any of the Operating Subsidiaries set forth in Schedule II and formed in the United Kingdom.