The Group. Upon a termination of this Agreement, the Group shall be entitled to exercise its option to require Administrator, Parent or their Affiliates to sell the Purchase Assets and shall assume the Practice Related Liabilities pursuant to this Section 10.6 at any time (unless this Agreement is terminated pursuant to Section 10.4(a) or 10.4(c)).
The Group. 2.1. The Company does not have, and has not at any time had, any subsidiary undertakings.
The Group. (a) From the date hereof through until the earlier of (x) the date that is 15 business days before the deadline for the submission of stockholder nominations for the Company’s 2017 Annual Meeting of Stockholders or (y) sixty (60) days prior to the Company’s 2017 Annual Meeting of Stockholders pursuant to the By-Laws (the “Standstill Period”), the Group will abide by the standstill provisions set forth in Section 5.
The Group. The Company is incorporated in the Cayman Islands with limited liability, the Shares of which are listed on the Main Board of the Stock Exchange. The Company is an investment holding company. The Group is principally engaged in the leasing of storage facilities and the related management services in the PRC. Shareholding Structure of the Company As the date of this joint announcement, the Company has 3,474,283,058 Shares in issue. Based on the register of members of the Company and the disclosure of interests notices filed by Shareholders, the following table sets out the shareholding structure of the Company as at the date of this joint announcement and upon Completion (assuming that no Convertible Bonds are converted and that there are no changes to the issued share capital of the Company after the date of this joint announcement): Name of Shareholders As at the date of this joint announcement Upon Completion No. of Shares % No. of Shares % Offeror and parties acting in concert with it (Note 1) 369,523,999 10.64 1,286,011,999 37.02 Yupei International 916,488,000 26.38 - - Disinterested Shareholders ESR Cayman Limited (Note 2) 628,866,000 18.10 628,866,000 18.10 RRJ Capital Master Fund II, L.P. (Note 3) 762,222,000 21.94 762,222,000 21.94 Other Disinterested Shareholders 797,183,059 22.94 797,183,059 22.94 Sub-total 2,188,271,059 62.98 2,188,271,059 62.98 Total Shares in issue 3,474,283,058 100.00 3,474,283,058 100.00 Note:
The Group. The Group is principally engaged in the distribution of pharmaceutical and healthcare products in the PRC and Hong Kong.
The Group. THE COMPANY AND THE SHARES
The Group. (1) Save as disclosed in the Prospectus, no Group company is a party to any contract or arrangement under which the Company's direct or indirect interest in the share capital of any other company could be reduced or ended or the Company could acquire any direct or indirect interest in any other company or business. For this purpose "COMPANY" includes a company incorporated outside the United Kingdom.
The Group. 3.1 Each Group Company is a corporation duly organised and validly existing under the applicable laws of their respective countries of incorporation and, to the extent the concept applies, in good standing. Each of the Group Companies has requisite corporate or similar power and authority to own its properties and to carry on its business as currently conducted.
The Group. The Group’s core business encompasses research and development, manufacturing, distribution and retail of an extensive range of pharmaceutical and other healthcare products.
The Group. The Group believes that it is the largest owner and operator of shopping centers, the largest developer and seller of commercial properties and the largest owner and operator of luxury hotels in the PRC. The business of the Group comprises three segments, namely investment property development and operation, property development and sales and hotel business.
