No Transfers. From and after the Effective Time, (a) no transfers of Ordinary Shares shall be effected in the register of members of the Company, and (b) the holders of Ordinary Shares (including Ordinary Shares represented by ADSs) outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Ordinary Shares, except as otherwise provided in this Agreement or by Law. On or after the Effective Time, any Share Certificates presented to the Paying Agent, Parent or Surviving Company for transfer or any other reason shall be canceled and (except for the Excluded Shares) exchanged for the cash consideration to which the holders thereof are entitled pursuant to Section 2.01(a).
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Ali YK Investment Holding LTD), Agreement and Plan of Merger (Youku Tudou Inc.), Agreement and Plan of Merger (AutoNavi Holdings LTD)
No Transfers. From and after the Effective Time, (a) no transfers of Ordinary Shares shall be effected in the register of members of the Company, and (b) the holders of Ordinary Shares (including Ordinary Shares represented by ADSs) issued and outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Ordinary Shares, except as otherwise provided in this Agreement or by Law. On or after the Effective Time, any Share Certificates presented to the Paying Agent, Parent or Surviving Company for transfer or any other reason shall be canceled and (except for the Excluded Share Certificates representing Rollover Shares) exchanged shall be canceled, in exchange for the right to receive the cash consideration to which the holders thereof are entitled pursuant to Section 2.01(a)under this Article II, in the case of Shares other than the Excluded Shares, and for no consideration, in the case of Excluded Shares.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (eHi Car Services LTD), Plan of Merger (Ctrip Investment Holding Ltd.), And Restated Agreement and Plan of Merger (eHi Car Services LTD)
No Transfers. From and after the Effective Time, (a) no transfers of Ordinary Shares shall be effected in the register of members of the Company, and (b) the holders of Ordinary Shares (including Ordinary Shares represented by ADSs) outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Ordinary Shares, except as otherwise provided in this Agreement or by Law. On or after the Effective Time, any Share Certificates presented to the Paying Agent, Parent THL or Surviving Company for transfer or any other reason shall be canceled and cancelled (except for the Excluded Shares) exchanged in exchange for the right to receive the cash consideration to which the holders thereof are entitled pursuant to Section 2.01(a).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sogou Inc.), Agreement and Plan of Merger (Sohu.com LTD), Agreement and Plan of Merger (Sogou Inc.)
No Transfers. From and after the Effective Time, (a) no transfers of Ordinary Shares shall be effected in the register of members of the Company, and (b) the holders of Ordinary Shares (including Ordinary Shares represented by ADSs) issued and outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Ordinary Shares, except as otherwise provided in this Agreement or by Law. On or after the Effective Time, any Share Certificates presented to the Paying Agent, Parent or Surviving Company for transfer or any other reason shall be canceled and (except for the Excluded Shares and the Dissenting Shares) exchanged in exchange for the right to receive the cash consideration to which the holders thereof are entitled pursuant to Section 2.01(a).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Qunar Cayman Islands Ltd.), Agreement and Plan of Merger (Airmedia Group Inc.)
No Transfers. From and after the Effective Time, (a) no transfers of Ordinary Shares shall be effected in the register of members of the Company, and (b) the holders of Ordinary Shares (including Ordinary Shares represented by ADSs) outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Ordinary Shares, except as otherwise provided in this Agreement or by Law. On or after the Effective Time, any Share Certificates presented to the Paying Agent, Parent THL or Surviving Company for transfer or any other reason shall be canceled and cancelled (except for the Excluded Shares) exchanged in exchange for the right to receive the cash consideration to which the holders thereof are entitled pursuant to Section Section 2.01(a).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Tencent Holdings LTD)
No Transfers. From and after the Effective Time, (a) no transfers transfer of Ordinary Shares shall be effected in the register of members of the Company, and (b) the holders of Ordinary Shares (including Ordinary Class A Shares represented by ADSs) issued and outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Ordinary Shares, except as otherwise provided in this Agreement or by Law. On or after the Effective Time, any Share Certificates Certificate presented to the Paying Agent, Parent or Surviving Company for transfer or any other reason shall be canceled and (except for the Excluded Shares and the Dissenting Shares) exchanged in exchange for the right to receive the cash consideration to which the holders thereof are entitled pursuant to Section 2.01(a)Article II.
Appears in 1 contract
No Transfers. From and after the Effective Time, (a) no transfers of Ordinary Shares shall be effected in the register of members of the Company, and (b) the holders of Ordinary Shares (including Ordinary Shares represented by ADSs) outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Ordinary Shares, except as otherwise provided in this Agreement or by Law. On or after the Effective Time, any Share Certificates presented to the Paying Agent, Parent or Surviving Company Corporation for transfer or any other reason shall be canceled and (except for the Excluded Shares) exchanged for the cash consideration to which the holders thereof are entitled pursuant to Section 2.01(a).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Focus Media Holding LTD)
No Transfers. From and after the Effective Time, (a) no transfers of Ordinary Shares shall be effected in the register of members of the Company, and (b) the holders of Ordinary Shares (including Ordinary Shares represented by ADSs) outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Ordinary Shares, except as otherwise provided in this Agreement or by applicable Law. On or after the Effective Time, any Share Certificates presented to the Paying Agent, Parent or the Surviving Company for transfer or any other reason shall be canceled and (except for the Excluded Shares and the Dissenting Shares) exchanged in exchange for the right to receive the cash consideration to which the holders thereof are entitled pursuant to Section 2.01(a)this Article II.
Appears in 1 contract
Samples: Agreement and Plan of Merger (E-House (China) Holdings LTD)
No Transfers. From and after the Effective Time, (a) no transfers of Ordinary Shares shall be effected in the register of members of the Company, and (b) the holders of Ordinary Shares (including Ordinary Shares represented by ADSs) outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Ordinary Shares, except as otherwise provided in this Agreement or by Law. On or after the Effective Time, any Share Certificates presented to the Paying Agent, Parent or the Surviving Company Corporation for transfer or any other reason shall be canceled and (except for the Excluded Shares and the Dissenting Shares) exchanged in consideration for the right to receive the cash consideration to which the holders thereof of the Shares represented thereby are entitled pursuant to Section 2.01(a).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Noah Education Holdings Ltd.)
No Transfers. From and after the Effective Time, (a) no transfers of Ordinary Shares shall be effected in the register of members of the Company, and (b) the holders of Ordinary Shares (including Ordinary Shares represented by ADSs) outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Ordinary Shares, except as otherwise provided in this Agreement or by Law. On or after the Effective Time, any Share Certificates presented to the Paying Agent, Parent or Surviving Company Corporation for transfer or any other reason shall be canceled and (except for the Excluded Shares and the Dissenting Shares) exchanged in exchange for the right to receive the cash consideration to which the holders thereof are entitled pursuant to Section 2.01(a).
Appears in 1 contract
Samples: Agreement and Plan of Merger (7 Days Group Holdings LTD)
No Transfers. From and after the Effective Time, (a) no transfers of Ordinary Shares shall be effected in the register of members of the Company, and (b) the holders of Ordinary Shares (including Ordinary Shares represented by ADSs) outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Ordinary Shares, except as otherwise provided in this Agreement or by Law. On or after the Effective Time, any Share Certificates presented to the Paying Agent, Parent or Surviving Company for transfer or any other reason shall be canceled and (except for the Excluded Shares and the Dissenting Shares) exchanged in exchange for the right to receive the cash consideration to which the holders thereof are entitled pursuant to Section 2.01(a).
Appears in 1 contract
Samples: Agreement and Plan of Merger (iKang Healthcare Group, Inc.)
