Organization and Nature of Operations. Tudou Holdings Limited (the "Company") was incorporated under the law of Cayman Islands ("Cayman") as a limited liability company on April 15, 2010. The Company was incorporated as an investment holding company and currently has no significant assets or operations of its own, other than its investments in the entities discussed below. Starcloud Media Co., Limited (the "Starcloud BVI") was incorporated under the law of British Virgin Islands ("BVI") as a limited liability company on November 1, 2005. In September 2010, all of the existing ordinary and preferred shareholders of Starcloud BVI exchanged their respective shares in Starcloud BVI for an equivalent number of shares of the Company at equivalent classes. As a result, Starcloud BVI became a wholly-owned subsidiary of the Company. The rights of the preferred and ordinary shares issued by the Company were the same as those originally issued by Starcloud BVI (the "Reorganization"). Accordingly, the Reorganization has been accounted for as a legal reorganization of entities under common control and the accompanying consolidated financial statements have been prepared as if the group structure after the completion of the Reorganization had been in existence throughout all relevant periods. The accompanying consolidated financial statements include the financial statements of the Company, its subsidiaries and variable interest entities ("VIEs" or "VIE subsidiaries", collectively as "subsidiaries") as follows: Name of the subsidiaries Place of incorporation Date of incorporation/ acquisition Relationship Principal activities Starcloud BVI BVI November 1, 2005 Wholly-owned subsidiary Investment holding Star Manor Limited ("Star Manor") Hong Kong February 9, 2010 Wholly-owned subsidiary Investment holding Reshuffle Technology (Shanghai) Co., Ltd. ("Reshuffle Shanghai") Shanghai, PRC January 25, 2006 Wholly-owned subsidiary Technology consulting and administrative services Wohong Network Technology (Shanghai) Co., Ltd. ("Shanghai Wohong") Shanghai, PRC August 2, 2010 Wholly-owned subsidiary Technology consulting services Quan Toodou Network Science and Technology Co., Ltd. ("Quan Toodou") Shanghai, PRC December 8, 2004 VIE Online advertising operations NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued) (Amounts expressed in RMB unless otherwise stated)
Organization and Nature of Operations. (Continued) Upon the formation of these VIEs, the Company has various agreements with its VIEs, through which, the Company holds all of the variable interests of the VIEs. Details of certain key agreements with the VIEs are as follows: •
Organization and Nature of Operations. Henan Zhongpin Food Share Company Limited (the Company) is incorporated in the People's Republic of China (PRC). The Company is headquartered in Henan Province and has its corporate office in Changge City. The Company is principally engaged in the production of pork, pork products and vegetables, and the retail sales of pork, processed pork products, vegetables and other grocery items to customers throughout China and other export countries, either directly or through its subsidiaries (collectively the "Company"). Details of its subsidiaries are as follows: Domicile and Date Registered Percentage Name of Incorporation Capital of Ownership ------------------------------------------------------------------------------------------------------ Henan Zhongpin Industrial Company Limited The PRC $ 5,000,000 88.00% January 17, 2002 Henan Zhongpin Import and Export Trading Company The PRC $ 4,500,000 88.93% August 11, 2004
Organization and Nature of Operations. Henan Zhongpin Food Share Company Limited (the Company) is incorporated in the People's Republic of China (PRC). The Company is headquartered in Henan Province and has its corporate office in Changge City. The Company is principally engaged in the production of pork, pork products and vegetables, and the retail sales of pork, processed pork products, vegetables and other grocery items to customers throughout China and other export countries, either directly or through its subsidiaries (collectively the "Company"). Details of its subsidiaries are as follows: DOMICILE AND DATE REGISTERED PERCENTAGE NAME OF INCORPORATION CAPITAL OF OWNERSHIP ---------------------------------------------------------------------------------------------------------- Henan Zhongpin Industrial Company Limited The PRC 18,000,000 RMB 88.00% January 17, 2002 Henan Zhongpin Import and Export Trading Company The PRC 5,060,000 RMB 88.93% August 11, 2004
Organization and Nature of Operations. Rockford Health System (RHS) consists of affiliated corporations, which include Rockford Memorial Hospital (the "Hospital"), Rockford Health Physicians (RHPH), Visiting Nurses Association of the Rockford Area (VNA), Rockford Memorial Development Foundation (RMDF), Rockford Health System Ventures, LLC (RHSV), and Rockford Health Insurance Ltd. (RHIL) (collectively the “System”). RHS is the sole corporate member of the Hospital, RHPH, and VNA, all of which are Illinois not-for- profit corporations previously determined by the Internal Revenue Service to be exempt from federal income taxes under Section 501(c)(3) of the Internal Revenue Code, and the sole shareholder of RMDF, an Illinois not-for-profit corporation previously determined by the Internal Revenue Service to be exempt from federal income taxes under Section 509(a)(3) of the Internal Revenue Code. Accordingly, no provision for income taxes related to these entities has been made. RHS and its affiliated corporations operate in northern Illinois. The Hospital provides inpatient, outpatient, and emergency care services to area residents. RHPH provides physician and ambulatory care services at several sites. VNA provides home health nursing services and rents medical equipment to area residents. RMDF is organized to promote education and scientific and charitable health care activities. RHSV is a wholly owned subsidiary of the Hospital and was created to manage the organization’s investments in joint ventures. RHIL is a wholly owned subsidiary of the Hospital and is incorporated under the laws of Bermuda. RHIL provides the affiliated corporations with excess professional and general liability insurance.
Organization and Nature of Operations. The combined financial statements include the accounts of Eyelematic Manufacturing Company, Inc. (Eyelematic), Echo Manufacturing Company, Inc. (Echo), Workforce One, Inc. (Workforce), and Seemar Real Estate, LLC (Seemar), collectively (the Companies). Eyelematic is a Connecticut Corporation engaged in the design and manufacture of cosmetic packaging products and industrial metal packaging products. The Company engages in business with customers worldwide. Echo is a Connecticut S Corporation engaged in the manufacture of plastic molded parts, anodized metal parts and the assembly of components. Transactions with Eyelematic account for 100% of Echo’s revenue. Workforce is a Connecticut S Corporation engaged in providing temporary labor services to customers located in the State of Connecticut. On January 31, 2008, Workforce discontinued operations. Seemar is a Connecticut limited liability company of which officers of Eyelematic and Echo are members. Seemar is engaged in leasing real estate to the above related entities through operating leases. Transactions with Eyelematic and Echo account for 100% of Seemar’s revenue. The Companies are under common ownership and controlled by members of two families. The Companies operate production facilities in Waterbury and Watertown, Connecticut. All material intercompany transactions between the Companies have been eliminated in the combination.
