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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/29/20 Pintec Technology Holdings Ltd 20-F 12/31/19 157:22M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size
1: 20-F Annual Report by a Foreign Non-Canadian Issuer HTML 2.05M
2: EX-2.4 Plan of Acquisition, Reorganization, Arrangement, HTML 127K
Liquidation or Succession
5: EX-4.10 Instrument Defining the Rights of Security Holders HTML 91K
6: EX-4.11 Instrument Defining the Rights of Security Holders HTML 54K
7: EX-4.44 Instrument Defining the Rights of Security Holders HTML 80K
8: EX-4.45 Instrument Defining the Rights of Security Holders HTML 78K
9: EX-4.46 Instrument Defining the Rights of Security Holders HTML 86K
10: EX-4.47 Instrument Defining the Rights of Security Holders HTML 87K
11: EX-4.48 Instrument Defining the Rights of Security Holders HTML 58K
12: EX-4.49 Instrument Defining the Rights of Security Holders HTML 60K
13: EX-4.50 Instrument Defining the Rights of Security Holders HTML 125K
14: EX-4.51 Instrument Defining the Rights of Security Holders HTML 73K
15: EX-4.52 Instrument Defining the Rights of Security Holders HTML 121K
16: EX-4.53 Instrument Defining the Rights of Security Holders HTML 51K
3: EX-4.8 Instrument Defining the Rights of Security Holders HTML 72K
4: EX-4.9 Instrument Defining the Rights of Security Holders HTML 89K
17: EX-8.1 Opinion of Counsel re: Tax Matters HTML 42K
20: EX-13.1 Annual or Quarterly Report to Security Holders HTML 42K
21: EX-13.2 Annual or Quarterly Report to Security Holders HTML 42K
18: EX-12.1 Statement re: Computation of Ratios HTML 46K
19: EX-12.2 Statement re: Computation of Ratios HTML 46K
22: EX-15.1 Letter re: Unaudited Interim Financial Info HTML 42K
23: EX-15.2 Letter re: Unaudited Interim Financial Info HTML 41K
24: EX-15.3 Letter re: Unaudited Interim Financial Info HTML 41K
25: EX-16.1 Letter re: Change in Certifying Accountant HTML 41K
32: R1 Cover Page HTML 111K
33: R2 Consolidated Balance Sheets HTML 188K
34: R3 Consolidated Balance Sheets (Parenthetical) HTML 85K
35: R4 Consolidated Statements of Operations and HTML 164K
Comprehensive (Loss)/Income
36: R5 Consolidated Statements of Operations and HTML 43K
Comprehensive (Loss)/Income (Parenthetical)
37: R6 Consolidated Statements of Changes in (Invested HTML 153K
Deficit)/Shareholders' Equity
38: R7 Consolidated Statements of Changes in (Invested HTML 45K
Deficit)/Shareholders' Equity (Parenthetical)
39: R8 Consolidated Statements of Cash Flows HTML 247K
40: R9 Organization and principal activities HTML 264K
41: R10 Summary of significant accounting policies HTML 227K
42: R11 Concentration and risks HTML 51K
43: R12 Acquisition HTML 75K
44: R13 Financing receivables, net HTML 117K
45: R14 Accounts receivable, net HTML 77K
46: R15 Prepayments and other current assets, net HTML 74K
47: R16 Property, equipment and software, net HTML 66K
48: R17 Prepayment for long-term investment HTML 46K
49: R18 Long-term investments HTML 88K
50: R19 Fair value measurement HTML 69K
51: R20 Intangible assets, net HTML 79K
52: R21 Funding debts HTML 69K
53: R22 Borrowing HTML 82K
54: R23 Financial guarantee liabilities and financial HTML 109K
guarantee assets
55: R24 Debt instrument HTML 57K
56: R25 Accrued expenses and other liabilities HTML 74K
57: R26 Non-controlling interests HTML 47K
58: R27 Taxation HTML 186K
59: R28 Share based compensation expenses HTML 233K
60: R29 Pre-IPO preferred shares HTML 54K
61: R30 Related party transactions HTML 166K
62: R31 Defined contribution plan HTML 46K
63: R32 Loss per share HTML 78K
64: R33 Commitments and contingencies HTML 59K
65: R34 Restatement and reclassification HTML 649K
66: R35 Subsequent events HTML 51K
67: R36 Parent company only condensed financial HTML 309K
information
68: R37 Summary of significant accounting policies HTML 309K
(Policies)
69: R38 Organization and principal activities (Tables) HTML 213K
70: R39 Summary of significant accounting policies HTML 91K
(Tables)
71: R40 Acquisition (Tables) HTML 67K
72: R41 Financing receivables, net (Tables) HTML 123K
73: R42 Accounts receivable, net (Tables) HTML 79K
74: R43 Prepayments and other current assets, net (Tables) HTML 74K
75: R44 Property, equipment and software, net (Tables) HTML 65K
76: R45 Long-term investments (Tables) HTML 79K
77: R46 Fair value measurement (Tables) HTML 64K
78: R47 Intangible assets, net (Tables) HTML 79K
79: R48 Funding debts (Tables) HTML 66K
80: R49 Borrowing (Table) HTML 81K
81: R50 Financial guarantee liabilities and financial HTML 110K
guarantee assets (Tables)
82: R51 Debt instrument (Tables) HTML 50K
83: R52 Accrued expenses and other liabilities (Tables) HTML 72K
84: R53 Taxation (Tables) HTML 173K
85: R54 Share based compensation expenses (Tables) HTML 221K
86: R55 Related party transactions (Tables) HTML 170K
87: R56 Loss per share (Tables) HTML 78K
88: R57 Commitments and contingencies (Tables) HTML 54K
89: R58 Restatement and reclassification (Tables) HTML 647K
90: R59 Parent company only condensed financial HTML 310K
information (Tables)
91: R60 Organization and principal activities - Effect the HTML 56K
transfer of the Pintec Business to the Group
(Details)
92: R61 Organization and principal activities - HTML 107K
Establishment of Pintec, its subsidiaries and VIEs
(Details)
93: R62 Organization and principal activities - Basis of HTML 57K
Presentation for the Reorganization (Details)
94: R63 Organization and principal activities - Risks in HTML 77K
relation to the VIE structure (Details)
95: R64 Organization and principal activities - Initial HTML 44K
public offering ("IPO") and followed offering
(Details)
96: R65 Summary of significant accounting policies - HTML 54K
Convenience translation, Cash and cash equivalents
and Financing receivables, net (Details)
97: R66 Summary of significant accounting policies - HTML 56K
Estimated useful lives of property, equipment and
software, net (Details)
98: R67 Summary of significant accounting policies - HTML 55K
Schedule Of Acquired Finite Lived Intangible
Assets By Major Class (Detail)
99: R68 Summary of significant accounting policies - HTML 100K
Others (Details)
100: R69 Summary of significant accounting policies - HTML 63K
Schedule Of Impact on Consolidated Statement of
Operations And Comprehensive Income upon Adoption
of ASC 606 (Detail)
101: R70 Summary of significant accounting policies - HTML 61K
Schedule of impact on consolidated balance sheet
upon adoption of ASC 606 (Detail)
102: R71 Concentration and risks (Details) HTML 58K
103: R72 Acquisition (Detail) HTML 80K
104: R73 Acquisition - Schedule of allocation of the HTML 84K
purchase price (Detail)
105: R74 Financing receivables, net (Details) HTML 63K
106: R75 Financing receivables, net - Balances of financing HTML 50K
receivables by due date (Details)
107: R76 Financing receivables, net - Movement of the HTML 54K
allowance for credit losses (Details)
108: R77 Financing receivables, net - Aging analysis of HTML 57K
past due (Details)
109: R78 Accounts receivable, net (Details) HTML 59K
110: R79 Accounts receivable, net - Allowance for doubtful HTML 50K
accounts (Details)
111: R80 Prepayments and other current assets, net HTML 70K
(Details)
112: R81 Property, equipment and software, net (Details) HTML 64K
113: R82 Prepayment For Long Term Investment - (Detail) HTML 55K
114: R83 Long-term investments (Details) HTML 61K
115: R84 Long-term investments - Cost and Equity method HTML 93K
investment (Details)
116: R85 Fair value measurement - Assets and liabilities HTML 49K
(Details)
117: R86 Intangible assets, net (Details) HTML 83K
118: R87 Funding debts - Outstanding funding debts HTML 58K
(Details)
119: R88 Funding debts - Terms of the funding debts HTML 44K
borrowed and asset-backed securities (Details)
120: R89 Funding debts - Trusts were administered by HTML 61K
third-party trust companies (Details)
121: R90 Borrowing - Summary of Borrowings (Detail) HTML 75K
122: R91 Borrowing - Summary of Borrowings (Parenthetical) HTML 50K
(Detail)
123: R92 Financial guarantee liabilities and financial HTML 51K
guarantee assets (Details)
124: R93 Financial guarantee liabilities and financial HTML 54K
guarantee assets - Schedule of guarantee assets
movement activities (Details)
125: R94 Financial guarantee liabilities and financial HTML 48K
guarantee assets - Schedule of guarantee assets
allowance for credit loss movement activities
(Detail)
126: R95 Debt instrument - Fair Value Measurement Inputs HTML 56K
and Valuation Techniques (Detail)
127: R96 Debt instrument (Details) HTML 78K
128: R97 Accrued expenses and other liabilities (Details) HTML 73K
129: R98 Accrued expenses and other liabilities HTML 45K
(Parenthetical) (Details)
130: R99 Non-controlling interests (Detail) HTML 59K
131: R100 Taxation (Details) HTML 95K
132: R101 Taxation - Current and deferred portion of income HTML 52K
tax expense (Details)
133: R102 Taxation - Reconciliation between the statutory HTML 73K
EIT rate and the effective tax rates (Details)
134: R103 Taxation - Deferred tax assets and deferred tax HTML 81K
liabilities (Details)
135: R104 Taxation - Changes in valuation allowance HTML 71K
(Details)
136: R105 Share based compensation expenses - Share options HTML 216K
issued by Jimu Parent to employees of the Company
(Details)
137: R106 Share based compensation expenses - Restriction of HTML 106K
ordinary shares held by senior management
(Details)
138: R107 Share based compensation expenses - Share options HTML 147K
issued by Pintec (Details)
139: R108 Pre-IPO preferred shares - Ordinary Shares HTML 98K
(Details)
140: R109 Related party transactions (Details) HTML 163K
141: R110 Related party transactions - Balances with the HTML 70K
major related parties (Details)
142: R111 Related party transactions - Summary Of Movement HTML 48K
Of Allowance For Credit Losses On Amounts Due From
Related Parties (Details)
143: R112 Defined contribution plan (Details) HTML 44K
144: R113 Loss per share (Details) HTML 59K
145: R114 Loss per share (Parenthetical) (Details) HTML 45K
146: R115 Commitments and contingencies - Operating lease HTML 59K
commitment (Details)
147: R116 Restatement and reclassification - Summary of HTML 200K
effects of the reclassifications and restatement
for the error on the Consolidated Balance Sheets
(Detail)
148: R117 Restatement and reclassification - Summary of HTML 137K
effects of the reclassifications and restatement
for the error on the Consolidated Statements of
Operations and Comprehensive Loss (Detail)
149: R118 Restatement and reclassification - Summary of HTML 244K
effects of the reclassifications and restatement
for the error on the Consolidated Statements of
Cash Flows (Detail)
150: R119 Restatement and reclassification (Detail) HTML 51K
151: R120 Subsequent events (Details) HTML 72K
152: R121 Parent company only condensed financial HTML 156K
information - Balance sheets (Details)
153: R122 Parent company only condensed financial HTML 99K
information - Condensed statements of operations
and comprehensive loss (Details)
154: R123 Parent company only condensed financial HTML 104K
information - Condensed statements of cash flows
(Details)
156: XML IDEA XML File -- Filing Summary XML 270K
155: EXCEL IDEA Workbook of Financial Reports XLSX 214K
26: EX-101.INS XBRL Instance -- pt-20191231 XML 7.03M
28: EX-101.CAL XBRL Calculations -- pt-20191231_cal XML 333K
29: EX-101.DEF XBRL Definitions -- pt-20191231_def XML 1.84M
30: EX-101.LAB XBRL Labels -- pt-20191231_lab XML 2.40M
31: EX-101.PRE XBRL Presentations -- pt-20191231_pre XML 2.17M
27: EX-101.SCH XBRL Schema -- pt-20191231 XSD 413K
157: ZIP XBRL Zipped Folder -- 0001193125-20-182324-xbrl Zip 460K
| EX-4.45 |
Exhibit 4.45
Capital Increase Agreement
on
Shenzhen Xinyuhao Technology Co., Ltd.
between
Anquying (Tianjin) Technology Co., Ltd.
and
Yunnan Zhongzhiyuan Yunda Automobile Sales Co., Ltd.
[month] [day], 2019
This Capital Increase Agreement (hereinafter referred to as this “Agreement”) was entered into by and among the following parties on (month) (day), (year) in Beijing, China:
Shenzhen Xinyuhao Technology Co., Ltd. (“Xinyuhao”), a limited liability company established and existing under the laws of China, with its registered address at 19D, Building B, Haoming Fortune Plaza, Shennan Road, Xiangmihu Subdistrict, Futian District, Shenzhen City (hereinafter referred to as the “Target Company”);
Shenzhen Guoyu Commercial Factoring Co., Ltd. (“Guoyu Factoring”), a limited liability company established and existing under the laws of China, with its registered address at 605 Bike Technology Building, No. 9, Keyan Road, Yuehai Subdistrict, Nanshan District, Shenzhen City (hereinafter referred to as the “Subsidiary”);
Anquying (Tianjin) Technology Co., Ltd. (“Anquying”), a limited liability company established and existing under the laws of China, with its registered address at Room 205, Building 4, No. 2, Hongwang Road, Jingjin E-commerce Industrial Park, Wuqing District, Tianjin (hereinafter referred to as the “Existing Shareholder 1”);
Yunnan Zhongzhiyuan Yunda Automobile Sales Co., Ltd. (“Zhongzhiyuan”), a limited liability company established and existing under the laws of China, with its registered address at No. 225, Guangfu Road, Kunming City, Yunnan Province (hereinafter referred to as the “Existing Shareholder 2,” collectively with the “Existing Shareholder 1,” the “Existing Shareholders”);
Xinyuhao, Guoyu Factoring, and Existing Shareholders are referred to as the “Parties” collectively and a “Party” individually;
Whereas:
| 1. | The Target Company, with the registered capital of RMB 500,000 yuan, is owned by the Existing Shareholder Anquying holding 40% equity interests and the Existing Shareholder Zhongzhiyuan holding 60% equity interests; the Target Company holds 100% equity interests in Guoyu Factoring. |
Page 2 of 11
| 2. | The Parties want to engage in further business cooperation in consumption installment factoring; the Existing Shareholders intend to make additional capital contribution to the Target Company, and the Target Company intends to make additional capital contribution to Guoyu Factoring to achieve win-win results for all the Parties. |
The Parties enter into this Agreement with respect to the capital increase for the Target Company through friendly negotiation on the principles of equality and mutual benefits in accordance with the relevant laws and regulations of China.
Article 1 Capital Increase
| 1.1 | The Parties agree to increase the registered capital of the Target Company by RMB 499.50 million Yuan, of which RMB 499.50 million Yuan is to be subscribed to by the Existing Shareholders in proportion to their shareholding ratios in accordance with the terms and conditions provided herein (hereinafter referred to as the “Capital Increase”), including RMB 199.80 million Yuan to be subscribed to by Anquying and RMB 299.70 million Yuan to be subscribed to by Zhongzhiyuan. After the Capital Increase is completed, the total registered capital of the Target Company will be RMB 500.00 million Yuan. |
| 1.2 | After the Capital Increase, the shareholding structure of the Target Company will be as follows: |
| No. |
Name of Shareholder |
Registered Capital (RMB ten thousand yuan) |
Shareholding Ratio (%) |
|||||||
| 1 |
20000 | 40 | % | |||||||
| 2 |
30000 | 60 | % | |||||||
|
|
|
|
|
|||||||
| Total |
50000 | 100 | % | |||||||
|
|
|
|
|
|||||||
Page 3 of 11
| 1.3 | The Parties further agree that, subject to Article 2 hereof, the Existing Shareholders shall fulfill their capital contribution obligations by separately paying the additional capitals to the following account of the Target Company within [10] days from the execution of this Agreement: |
Account name: Shenzhen Xinyuhao Technology Co., Ltd.
Opening bank:
Bank account No.:
| 1.4 | The Parties agree that the capital contribution obligations of the Existing Shareholders hereunder are fulfilled once the Existing Shareholders separately pay the additional capitals to the designated account above of the Target Company. |
| 1.5 | The Target Company shall submit legal documents related to this transaction, including but not limited to the Capital Increase Agreement, Articles of Association, and decision of the shareholders’ meeting on the capital increase, to the competent market supervision and administration authority within [10] working days from receiving the additional capitals, so as to complete the formalities for registering the filing modification with respect to the capital increase. The expenses for going through the modification registration or filing formalities with the market supervision and administration authority shall be borne by the Target Company. |
Article 2 Representations and Warranties
| 2.1 | Each Party hereby represents and warrants as follows respectively: |
| 2.1.1 | It is a legal person or other organization duly established and validly existing under the laws of China, or a natural person having the nationality of the People’s Republic of China without holding dual nationalities. |
| 2.1.2 | It has the full and sufficient rights and authorities to enter into and perform this Agreement, and has the capacity for civil conduct to enter into this Agreement in accordance with the laws of China. |
| 2.1.3 | It warrants that all the documents and information it provided for entering into this Agreement are true and valid. |
| 2.1.4 | The execution or performance of this Agreement will not violate any material contract or agreement to which it is a party or which is binding on it or its relevant assets. |
Page 4 of 11
| 2.1.5 | Its legal representative or entrusted agent signing this Agreement has obtained the full rights and authorities required for executing and performing this Agreement in accordance with the valid certificate of legal representative or the valid power of attorney. |
| 2.1.6 | It has disclosed, on a sufficient, detailed, and timely basis, all the information and data that need to be known and possessed by the other parties in connection with this Transaction, which are free from material omissions, misleading, or falsified content. |
| 2.1.7 | The representations, warranties, and undertakings made by it in this Agreement are true, correct, and complete as of the execution date of this Agreement, and will remain true, correct, and complete when and after this Agreement becomes effective. |
| 2.1.8 | It warrants to fully and properly perform all the content of this Agreement. |
| 2.1.9 | Notwithstanding the relevant provisions herein, it will not abuse its rights as a shareholder to intervene in the normal operation and management of the Target Company, and shall not misappropriate and use the properties of the Target Company. |
| 2.1.10 | It warrants to keep the confidentiality of the information contained herein except for the disclosure required by the law or relevant regulatory authorities/competent authorities (if applicable) and for going through the filing and modification formalities, or the disclosure to the intermediary institution in connection with this Agreement. |
| 2.1.11 | As of the execution date of this Agreement, the Capital Increase has been approved by the board of directors and at the shareholders’ meeting of the Target Company. |
| 2.1.12 | It will take all necessary measures to a reasonable extent to assist the Target Company in implementing the Capital Increase as agreed in this Agreement. |
| 2.1.13 | Any item in the representations and warranties above shall be without prejudice to any other provisions in such representations and warranties, and nothing in this Agreement shall impose any limit on the scope or applicability of the representations and warranties above. |
Page 5 of 11
Article 3 Taxes and Charges
| 3.1 | The taxes and other charges arising from the capital increase shall be paid or borne by the obligor in accordance with law. |
Article 4 Confidentiality
| 4.1 | The Parties undertake not to disclose, orally or in writing, any information about this Agreement and any Party to any third party (except for disclosure to the advisers engaged by the Parties for the purpose of the Capital Increase); and any acts of the Parties and/or their employees and advisers in violation of this undertaking shall be deemed as a violation of the confidentiality obligations, hence shall be held liable for breach of agreement in accordance with the provisions hereof. |
| 4.2 | If any information about this Agreement and any Party has been known by the public via other means, such information shall not be included as the information specified in Article 4.1. |
| 4.3 | If a Party has to disclose the information specified in Article 4.1 under the order of a competent authority having jurisdiction over the Party, such disclosure shall not be deemed as violating the confidentiality obligations; provided, however, that it shall notify the other Parties immediately. |
| 4.4 | The confidentiality obligations provided in this article shall not be terminated on the ground that any Party fails to enter into this Agreement, exits this Agreement, violates or fails to perform this Agreement, or this Agreement is completely performed; instead, the Parties are obliged to keep the confidentiality until the information specified in Article 4.1 is known by the public. |
Article 5 Liability for Breach of Agreement
| 5.1 | After this Agreement becomes effective, the Parties shall comprehensively, properly, and promptly perform their obligations and commitment in accordance with the provisions hereof; a breach of agreement is constituted if any party hereto violates the provisions hereof, fails to perform or fails to properly perform this Agreement, makes untrue representations or warranties hereunder, or fails to perform the undertakings it made hereunder. |
Page 6 of 11
| 5.2 | Upon the occurrence of a breaching act, the breaching party shall pay a penalty to the non-breaching party within 10 (ten) working days, and shall compensate the non-breaching party for losses arising from its breach. |
| 5.3 | The payment of the penalty shall not affect the rights of the non-breaching party to require the breaching party to make compensation for losses or continue the performance of this Agreement, or to rescind this Agreement. |
| 5.4 | A failure or delay in exercising a right provided in this Agreement or by law shall not constitute a waiver of such right or other rights, and the single or partial exercise of a right provided in this Agreement or by law shall not preclude the party from further exercising such right or other rights. |
Article 6 Force Majeure
| 6.1 | A force majeure event refers to an uncontrollable, unpredictable, and unavoidable objective circumstance, including but not limited to earthquake, typhoon, flood, flood disaster, explosion, strike, war, or terrorist event. |
| 6.2 | Any party failing to perform or to fully perform this Agreement due to the force majeure event shall immediately notify other parties in writing, and shall, within 15 days from the occurrence of the force majeure event, provide a valid certificate issued by a relevant authority with respect to the occurrence of the force majeure event, and reasonably prove that the force majeure event is the direct reason why the party suffering the force majeure cannot perform or fully perform this Agreement. |
| 6.3 | In the event that a party suffers the force majeure event, the Parties shall promptly negotiate for a relevant solution for performing this Agreement, and shall make reasonable measures to minimize the adverse results caused by the force majeure event. If, within 6 months from the occurrence of the force majeure event, the Parties still fail to decide a relevant solution for performing this Agreement, this Agreement shall be terminated automatically. |
Article 7 Applicable Law and Dispute Resolution
| 7.1 | The validity, interpretation, and performance of this Agreement shall be governed by the laws of the People’s Republic of China. Laws and regulations promulgated after the execution of this Agreement shall not be retroactively applicable to this Agreement unless otherwise specifically provided in such laws and regulations. However, the Parties hereto may negotiate to make necessary adjustment to this Agreement in response to changes. |
Page 7 of 11
| 7.2 | All the disputes arising from the performance of or in connection with this Agreement shall be solved by the Parties through friendly negotiation; if the negotiation fails, the Parties agree to submit the disputes to Beijing Arbitration Commission for arbitration in accordance with its arbitration rules then effective. The arbitration result is final and shall be binding on the Parties. |
| 7.3 | During the proceedings held in accordance with this article, except for the litigation matters, the Parties shall maintain the validity of other valid provisions hereof; the Parties shall continue to perform its remaining obligations hereunder and exercise its rights hereunder except for the obligations involved in the litigation matters. |
Article 8 Amendment, Rescission, and Termination of Agreement
| 8.1 | Any modification and amendment to this Agreement shall be separately negotiated by the Parties, and may become effective only after a written agreement is jointly signed. |
| 8.2 | This Agreement shall be immediately rescinded under the following circumstances: |
| 8.2.1 | The Target Company fails to use the funds from the Capital Increase to make additional capital contribution to its Subsidiary Guoyu Factoring; |
| 8.2.2 | Guoyu Factoring fails to make investment in the projects recommended or recognized by Anquying or Anquying’s affiliates; |
| 8.2.3 | The Parties negotiate to rescind this Agreement; |
| 8.2.4 | Any party has a breaching act, and fails to make rectification within thirty (30) days after the non-breaching party sends a written notice to the party requesting rectification, or the party has two or more breaching acts in total, the non-breaching party has the right to unilaterally rescind this Agreement; |
| 8.2.5 | This Agreement cannot be performed due to force majeure. |
| 8.3 | The party requesting the rescission of this Agreement shall notify other parties in writing, which notice shall become effective once it is served on such other parties. |
Page 8 of 11
| 8.4 | The rescission of this Agreement shall not affect the rights of the non-breaching party to request the breaching party to pay a penalty and make compensation for losses. |
| 8.5 | Unless the Parties hereto negotiate and reach a written agreement, neither Party may transfer its rights and obligations in or under this Agreement in whole and/or in part. |
Article 9 Notice and Delivery
| 9.1 | Any notice sent for the purpose of this Agreement shall be made in writing, and be sent to other parties by personal delivery, fax, or mail. |
| 9.2 | The Parties hereto agree that any notice in connection with this Agreement shall be effective only if it is delivered in writing, including but not limited to by fax, express delivery, mail, and email. Such notice shall be deemed as delivered on the date when the fax is transmitted successfully and received by the recipient if it is sent by fax, on the date when the notice is received by the recipient if it is sent by express delivery or personal delivery, on the 7th working day if it is sent by registered mail, or immediately when the email is sent successfully and confirmed by telephone if it is sent by email. |
| 9.3 | The notice shall be deemed as effectively delivered if it is delivered to the following address, transmitted to the following fax number, or sent to the following email box: |
Anquying (Tianjin) Technology Co., Ltd.:
Mailing address: Pintec Group, 9/F, Heng’an Plaza, No. 17 North Dongsanhuan Road, Chaoyang District, Beijing
Attention:
Yunnan Zhongzhiyuan Yunda Automobile Sales Co., Ltd.
Mailing address: No. 225, Guangfu Road, Kunming City, Yunnan Province
Attention:
Shenzhen Xinyuhao Technology Co., Ltd.
Mailing address: 19D, Building B, Haoming Fortune Plaza, Shennan Road, Xiangmihu Subdistrict, Futian District, Shenzhen City
Attention:
Page 9 of 11
Article 10 Miscellaneous
| 10.1 | Matters not covered in this Agreement, such as the governance structure of the company, shall be subject to the Articles of Association and amendment thereto (if any) of the Target Company that are passed by the Parties. |
| 10.2 | This Agreement may be modified or supplemented only after the Parties reach a consensus and enter into a written agreement, and any effective modification or supplement shall be an integral part of this Agreement. |
| 10.3 | Without the unanimous consent of all the Parties, this Agreement and the rights, obligations, or liabilities hereunder shall not be transferred. |
| 10.4 | The validity or revocation of any provision hereof shall not affect the validity of other provisions of this Agreement. The exercise of the rights by any Party shall not harm the contractual rights of other parties. |
| 10.5 | This Agreement shall become effective after being signed by and affixed with the official stamps of the Parties. |
| 10.6 | This Agreement is made in three counterparts, each Party holding one counterpart, and the Target Company retaining one counterpart. Each counterpart has the same legal force. |
[The remainder of this page is intentionally left blank]
Page 10 of 11
[This page contains no text, but is the signature page to the Capital Increase Agreement]
Existing Shareholders:
Anquying (Tianjin) Technology Co., Ltd. (Stamp)
/s/ Anquying (Tianjin) Technology Co., Ltd.
Legal representative: /s/ WEI Wei
Yunnan Zhongzhiyuan Yunda Automobile Sales Co., Ltd. (Stamp)
/s/ Yunnan Zhongzhiyuan Yunda Automobile Sales Co., Ltd.
Legal representative: /s/ ZHANG Chenli
Target Company:
Shenzhen Xinyuhao Technology Co., Ltd. (Stamp)
/s/ Shenzhen Xinyuhao Technology Co., Ltd.
Legal representative: /s/ CUI Xiaofeng
Subsidiary:
Shenzhen Guoyu Commercial Factoring Co., Ltd. (Stamp)
/s/ Shenzhen Guoyu Commercial Factoring Co., Ltd.
Legal representative: /s/ CUI Xiaofeng
Page 11 of 11
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/30/24 Pintec Technology Holdings Ltd. 20-F 12/31/23 147:18M Toppan Merrill/FA 5/15/23 Pintec Technology Holdings Ltd. 20-F 12/31/22 119:17M Toppan Merrill/FA 4/28/22 Pintec Technology Holdings Ltd. 20-F 12/31/21 135:19M Donnelley … Solutions/FA 4/30/21 Pintec Technology Holdings Ltd. 20-F 12/31/20 157:16M Donnelley … Solutions/FA |