The authorized capital of REMEC International consists of 10,000 shares of common stock and 11 shares of class A preferred stock, of which 10,000 shares of common stock are issued and outstanding.
They have had an opportunity to ask questions and receive answers concerning the terms of this Agreement and to obtain any other information from the Buyer that they deem necessary or appropriate in connection with an evaluation of the merits of an investment in REMEC, REMEC International and REMEC Shanghai.
All of the outstanding shares of REMEC International have been duly authorized and are validly issued, fully-paid and non-assessable and have been issued in accordance with all applicable laws.
Each of the Seller and Ms. Lin have, or their purchaser representative has, sufficient knowledge and experience in financial and business affairs so that they are capable of evaluating alone, the merits and risks of an investment in REMEC, REMEC International and REMEC Shanghai.
Other than as set forth in this Agreement, there are no outstanding rights, options, warrants, preemptive rights, rights of first refusal or similar rights for the purchase or acquisition of any Equity of the Buyer, REMEC International or REMEC Shanghai.