Hong Kong Company. (1) The Hong Kong Company is a limited company duly organized and validly existing under the laws of the place of registration, and has the full capacity to execute on its own behalf and perform this Agreement according to the applicable laws.
Hong Kong Company. The parties hereto understand that the Company is in the process of setting up, through MINISO Universal Holding Limited (which is defined as “BVIA 公司” under the Restructuring Framework Agreement), a Hong Kong subsidiary in accordance with Section 5.1(5) of the Restructuring Framework Agreement (the “Hong Kong Company”). Immediately upon the Hong Kong Company’s establishment and no later than the completion of the purchase of all Equity Securities of Guangzhou Miniso by the Hong Kong Company pursuant to Section 8 of the Restructuring Framework Agreement, the Warrantors shall cause the Hong Kong Company to duly execute (i) the deed of adherence attached hereto as Exhibit VI (the “Deed of Adherence”) to become a party to this Agreement and a “Warrantor”; and (ii) the deed of adherence attached as Annex A to the Shareholders Agreement to join in and be bound by the terms of the Shareholders Agreement, and original copies of such duly executed deeds of adherence under this Section 5.10 shall be promptly delivered to each Purchaser.
Hong Kong Company. (a) The Seller owns full legal and beneficial title to 100% of the issued share capital of the Hong Kong Company. The Hong Kong Shares have been duly authorized and validly issued, are fully paid and non-assessable, are not subject to, nor were they issued in violation of, any pre-emptive rights and are beneficially owned and registered by Seller. Other than the Hong Kong Shares, no shares in the share capital of the Hong Kong Company are issued, outstanding or reserved for issuance.
