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58.com Inc. – ‘20-F’ for 12/31/18 – ‘EX-4.15’

On:  Friday, 4/19/19, at 9:52am ET   ·   For:  12/31/18   ·   Accession #:  1144204-19-20356   ·   File #:  1-36140

Previous ‘20-F’:  ‘20-F/A’ on 6/29/18 for 12/31/17   ·   Next:  ‘20-F/A’ on 4/19/19 for 12/31/18   ·   Latest:  ‘20-F/A’ on 6/29/20 for 12/31/19

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 4/19/19  58.com Inc.                       20-F       12/31/18   18:3.1M                                   Toppan Vintage/FA

Annual Report by a Foreign Private Issuer   —   Form 20-F
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 20-F        Annual Report by a Foreign Private Issuer           HTML   1.32M 
 6: EX-4.12     Instrument Defining the Rights of Security Holders  HTML     44K 
 7: EX-4.13     Instrument Defining the Rights of Security Holders  HTML     59K 
 8: EX-4.14     Instrument Defining the Rights of Security Holders  HTML     58K 
 9: EX-4.15     Instrument Defining the Rights of Security Holders  HTML     13K 
10: EX-4.16     Instrument Defining the Rights of Security Holders  HTML     45K 
11: EX-4.23     Instrument Defining the Rights of Security Holders  HTML     52K 
 2: EX-4.6      Instrument Defining the Rights of Security Holders  HTML    163K 
 3: EX-4.7      Instrument Defining the Rights of Security Holders  HTML     60K 
 4: EX-4.8      Instrument Defining the Rights of Security Holders  HTML     29K 
 5: EX-4.9      Instrument Defining the Rights of Security Holders  HTML     80K 
12: EX-8.1      Opinion re: Tax Matters                             HTML     12K 
15: EX-13.1     Annual or Quarterly Report to Security Holders      HTML      9K 
16: EX-13.2     Annual or Quarterly Report to Security Holders      HTML      9K 
13: EX-12.1     Statement re: Computation of Ratios                 HTML     13K 
14: EX-12.2     Statement re: Computation of Ratios                 HTML     13K 
17: EX-15.1     Letter re: Unaudited Interim Financial Information  HTML      8K 
18: EX-15.2     Letter re: Unaudited Interim Financial Information  HTML      9K 


EX-4.15   —   Instrument Defining the Rights of Security Holders


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



 

Exhibit 4.15

 

Amended and Restated Power of Attorney

 

We, [Name of VIE Shareholder], a [  ], and a holder of [  ]% of the entire registered capital in [Name of VIE] ("Domestic Company") as of the date when the Amended and Restated Power of Attorney ("Power of Attorney") is executed, hereby irrevocably authorize [Name of 58 Home’s WFOE] ("WFOE") to exercise the following rights relating to all equity interests held by us now and in the future (“Our Shareholding”) during the term of this Power of Attorney:

 

WFOE is hereby authorized to act on our behalf as our exclusive agent and attorney with respect to all matters concerning Our Shareholding, including without limitation to: 1) attend shareholders' meetings of Domestic Company; 2) exercise all the shareholder's rights and shareholder's voting rights we are entitled to under the laws of China and Domestic Company's Articles of Association, including but not limited to the sale or transfer or pledge or disposition of Our Shareholding in part or in whole; and 3) designate and appoint on our behalf the legal representative, the directors, supervisors, the chief executive officer and other senior management members of Domestic Company.

 

Without limiting the generality of the powers granted hereunder, WFOE shall have the power and authority to, on our behalf, execute all the documents we shall sign as stipulated in the Amended and Restated Exclusive Option Agreement entered into by and among we, WFOE and Domestic Company on July 4, 2016 and the Amended and Restated Equity Pledge Agreement entered into by and among we, WFOE and Domestic Company on [  ] (including any modification, amendment and restatement thereto, collectively the “Transaction Documents”), and perform the terms of the Transaction Documents.

 

All the actions associated with Our Shareholding conducted by WFOE shall be deemed as our own actions, and all the documents related to Our Shareholding executed by WFOE shall be deemed to be executed by me. We hereby acknowledge and ratify those actions and/or documents by WFOE.

 

WFOE is entitled to re-authorize or assign its rights related to the aforesaid matters to any other person or entity at its own discretion and without giving prior notice to us or obtaining our consent. If required by PRC laws, WFOE shall designate a PRC citizen to exercise the aforementioned rights.

 

This Power of Attorney is coupled with an interest and shall be irrevocable and continuously valid from the date of execution of this Power of Attorney, so long as we are a shareholder of Domestic Company.

 

During the term of this Power of Attorney, we hereby waive all the rights associated with Our Shareholding, which have been authorized to WFOE through this Power of Attorney, and shall not exercise such rights by myself.

 

This Power of Attorney is written in Chinese and English; in case there is any conflict between the Chinese version and the English version, the Chinese version shall prevail.

 

 C: 

 

 

 

  [Name of VIE Shareholder]
     
  By:  
  Name:  
  Title:  
     
  [Date]

 

Accepted by:

 

[Name of 58 Home’s WFOE]

 

By:    
Name:    
Title:    

 

Acknowledged by:

 

[Name of VIE]

 

By:    
Name:    
Title:    

 

 C: 

 C: 

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘20-F’ Filing    Date    Other Filings
Filed on:4/19/19
For Period End:12/31/18S-8
7/4/16
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Filing Submission 0001144204-19-020356   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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