Unimos Microelectronics (Shanghai) Co., Ltd. The 5th Supplemental Agreement for AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
Exhibit 4.24
(Translation, for reference only)
Unimos Microelectronics (Shanghai) Co., Ltd.
The 5th Supplemental Agreement for
AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
Unimos Microelectronics (Shanghai) Co., Ltd.
The 5th Supplemental Agreement for
AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
WHEREAS, Tibet Unigroup Guowei Investment Co., Ltd., ChipMOS TECHNOLOGIES (BVI) LTD., Accretech (China) Co., Ltd., Chao-Xxxx Xxxx, Shih-Xxx Xxxxx, Shanghai Zuzhu Business Consulting Partnership (Limited Partnership), Shou-Xxxx Xxxx, Xxxxx X. Xxxx, and Gongqingcheng Changhou Hong Xin Investment Management Partnership (Limited Partnership) made and executed the “AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE” and the supplemental agreements thereof (hereinafter collectively referred to as “JV Agreement”) respectively on November 30, 2016, April 10, 2017, November 28, 2017, August 1, 2018 and December 29, 2018, for the matter of joint venture of Unimos Microelectronics (Shanghai) Co., Ltd. (“Unimos Shanghai” or the “Company”);
WHEREAS, on January 18, 2019, the initial shareholder of the Company, Gongqingcheng Changhou Hong Xin Investment Management Partnership (Limited Partnership), signed an “Equity Interest Transfer Agreement” with Beijing Unis Memory Technology Co., Ltd., and transferred all the equity of the Company it held thereto accordingly.
NOW, THEREFORE, in consideration of the mutual premises contained herein, the Parties hereto agree to this supplemental agreement for the JV Agreement (“this Agreement”) through good faith negotiations on Feburary 1, 2019 as follows:
Article 1.
Section 2.3 of the JV Agreement (Investor C) shall be amended as:
| 2.3.1. | Accretech (China) Co., Ltd. (“Accretech”), a limited company duly organized and existing under laws of the People’s Republic of China, with its registered office at Xxxxxxxxxxx Xxxxx, Xx. 000, Xx Xx Xxxxx Xxxx, Xxxxx (Xxxxxxxx) Pilot Free Trade Zone, and its legal representative on the execution date of the Articles of Incorporation being: |
Name: Xxxxxxx Xxxxxxx
Title: Chairman
Nationality: Japan
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(Translation, for reference only)
Unimos Microelectronics (Shanghai) Co., Ltd.
The 5th Supplemental Agreement for
AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
| 2.3.2. | Chao-Xxxx Xxxx, a citizen of Taiwan region, and whose Taiwan ID number is , and whose residence is at 00X., Xx. 000, Xxxxxxxx Xx., Xxxxxxxxx Xxxx., Xxxxxx Xxxx; |
| 2.3.3. | Shih-Xxx Xxxxx, a citizen of Taiwan region, and whose Taiwan ID number is , and whose residence is at No. 27-16, Aly. 10, Ln. 00, Xxxxxxxx 0xx Xx., Xxxxxxx Xxxx; |
| 2.3.4. | Shanghai Zuzhu Business Consulting Partnership (Limited Partnership) (“Shanghai Zuzhu”), a limited partnership duly organized and existing under laws of the People’s Republic of China, with its registered office at Xxxx 000, Xxxx 0, Xxxxx 0, Xxxxxxxx 2, No. 1218, Xinda Road, Qingpu District, Shanghai, and its legal representative on the execution date of the Articles of Incorporation being: |
Name: ChipMOS TECHNOLOGIES (BVI) LTD. (Representative: Lien-Xx Xxxx)
Title: Managing Partner
Nationality: British Virgin Islands
| 2.3.5. | Shou-Xxxx Xxxx, a citizen of Taiwan region, and whose Taiwan ID number is , and whose residence is at Xx. 0, Xx. 000, Xxxxxx Xx., Neighborhood 00, Xxxxxxxx Xxx., Xxxx Xxxx., Xxxxxx Xxxx; and |
| 2.3.6. | Xxxxx X. Xxxx, a citizen of Taiwan region, and whose Taiwan ID number is , and whose residence is at 9F.-1, Xx. 0, Xxxxxx 0xx Xx., Xxxxxx Xxxx., Xxxxxx City. |
Article 2.
Provided that the capital contribution is completed, Section 5.3 of the JV Agreement shall be amended as:
Capital Contribution of the Parties and Shareholding Percentage
The capital contribution and shareholding percentage for the registered capital of the Company by each Party are as follows (amounts in RMB):
| Shareholder |
Total Capital Contribution |
Shareholding Percentage |
||||||
| Investor A |
1,234,421,718 | 50.0000 | % | |||||
| ChipMOS BVI |
1,111,576,624 | 45.0242 | % | |||||
| Accretech |
34,964,934 | 1.4162 | % | |||||
| Chao-Xxxx Xxxx |
33,187,500 | 1.3443 | % | |||||
| Shih-Xxx Xxxxx |
27,656,250 | 1.1202 | % | |||||
| Shanghai Zuzhu |
23,208,948 | 0.9401 | % | |||||
| Shou-Xxxx Xxxx |
3,062,100 | 0.1240 | % | |||||
| Xxxxx X. Xxxx |
765,525 | 0.0310 | % | |||||
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(Translation, for reference only)
Unimos Microelectronics (Shanghai) Co., Ltd.
The 5th Supplemental Agreement for
AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
In the event that one Party contributes capital by foreign currency, the exchange rate applicable to the capital contribution shall be the central exchange rate as announced by the People’s Bank of China on the date of its capital contribution (Medial Rate).
Article 3. Miscellaneous
| 3.1 | Terms that are not defined, however used in this Agreement, shall have the same meaning as those given in the JV Agreement. |
| 3.2 | In the event that this Agreement is inconsistent with the JV Agreement, this Agreement shall prevail. Matters that are not specified in this Agreement shall be addressed in accordance with the JV Agreement. |
| 3.3 | This Agreement may be modified or amended only by a written and signed agreement of the Parties. No waiver by any Party of one or more rights under this Agreement shall be recognized as a waiver of any other right hereunder, nor shall such waiver be regarded as a waiver of the same right in any other circumstances. |
| 3.4 | In case of a disputed provision, the remaining provisions of this Agreement shall remain in full force and effect during the dispute. If any provision of this Agreement is deemed unenforceable or invalid, the remaining provisions of this Agreement shall remain in full force and effect. |
| 3.5 | This Agreement shall become effective upon being signed and chopped by the Parties. |
| 3.6 | This Agreement can be executed in as many originals as needed, while each original shall have the same legal effect, and each Party shall retain no less than one (1) original. |
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(Translation, for reference only)
Unimos Microelectronics (Shanghai) Co., Ltd.
The 5th Supplemental Agreement for
AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
[Signature Pages]
| Beijing Unis Memory Technology Co., Ltd. | ||
| (Seal) | ||
| Signature: |
| |
| Name: Dao-Xxx Xx | ||
| Title: Legal Representative | ||
| Date: , 2019 | ||
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(Translation, for reference only)
Unimos Microelectronics (Shanghai) Co., Ltd.
The 5th Supplemental Agreement for
AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
[Signature Pages]
| ChipMOS TECHNOLOGIES (BVI) LTD. | ||
| (Seal) | ||
| Signature: |
| |
| Name: Lien-Xx Xxxx | ||
| Title: Chairman | ||
| Date: , 2019 | ||
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(Translation, for reference only)
Unimos Microelectronics (Shanghai) Co., Ltd.
The 5th Supplemental Agreement for
AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
[Signature Pages]
| Accretech (China) Co., Ltd. | ||
| (Seal) | ||
| Signature: |
| |
| Name: Xxx Xxxx | ||
| Title: Director/ General Manager | ||
| Date: , 2019 | ||
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(Translation, for reference only)
Unimos Microelectronics (Shanghai) Co., Ltd.
The 5th Supplemental Agreement for
AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
[Signature Pages]
| Chao-Xxxx Xxxx | ||
| Signature: |
| |
| Date: , 2019 | ||
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(Translation, for reference only)
Unimos Microelectronics (Shanghai) Co., Ltd.
The 5th Supplemental Agreement for
AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
[Signature Pages]
| Shih-Xxx Xxxxx | ||
| Signature: |
| |
| Date: , 2019 | ||
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(Translation, for reference only)
Unimos Microelectronics (Shanghai) Co., Ltd.
The 5th Supplemental Agreement for
AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
[Signature Pages]
| Shanghai Zuzhu Business Consulting Partnership (Limited Partnership) | ||
| (Seal) | ||
| Signature: |
| |
| Name: Lien-Xx Xxxx | ||
| Title: Representative of the Managing Partner | ||
| Date: , 2019 | ||
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(Translation, for reference only)
Unimos Microelectronics (Shanghai) Co., Ltd.
The 5th Supplemental Agreement for
AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
[Signature Pages]
| Shou-Xxxx Xxxx | ||
| Signature: |
| |
| Date: , 2019 | ||
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(Translation, for reference only)
Unimos Microelectronics (Shanghai) Co., Ltd.
The 5th Supplemental Agreement for
AGREEMENT FOR SINO-FOREIGN EQUITY JOINT VENTURE
[Signature Pages]
| Xxxxx X. Xxxx | ||
| Signature: |
| |
| Date: , 2019 | ||
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