Exhibit 4.11
English Translation
I,
Zhang Xiaoya, a citizen of the People’s Republic of China (
“China”), Chinese ID number:
130104196210091519, am a shareholder of Beijing Shengshi Lianhe Advertising Co., Ltd. (
“Shengshi
Lianhe”) and hold the 8.20% equity of Shengshi Lianhe. I hereby irrevocably authorize Mr.
Xu
Qing to exercise the following rights within the valid term of this
Power of Attorney:
Authorize Mr.
Xu Qing (Chinese ID number: 11010119610220531x) to represent myself to
exercise my shareholder rights (including voting power) as specified by PRC laws and the articles
of association of Shengshi Lianhe at the shareholders’ meeting of Shengshi Lianhe, including, but
not limited to, signing related legal instruments with respect to the selling or transfer of all or
part of my equity in Shengshi Lianhe and as my authorized representative, nominating and appointing
the general manager of Shengshi Lianhe at the shareholders’ meeting of Shengshi Lianhe.
The precondition for the said authorization and entrustment is that Mr.
Xu Qing is a
Chinese citizen and an employee of AirMedia Technology (Beijing) Co., Ltd. (
“AM Technology”) and AM
Technology agrees to the said authorization and entrustment. Once Mr.
Xu Qing no longer
serves AM Technology or AM Technology informs me to terminate the said authorization and
entrustment, I will immediately withdraw the entrustment and authorization granted herein to him
and will designate/authorize the other person as nominated by AM Technology to exercise any and all
my shareholder rights (including voting power) at the shareholders’ meeting of Shengshi Lianhe.
This
Power of Attorney shall become effective as of the signing date and will remain in force
throughout the duration of Shengshi Lianhe, unless the Amended and Restated Call Option Agreement
jointly signed by me, AM Technology and Shengshi Lianhe on
June 14, 2007 is prematurely terminated
for whatsoever reason.
English Translation
I,
Xu Qing, a citizen of the People’s Republic of China (
“China”), Chinese ID number:
11010119610220531X, am a shareholder of Beijing Shengshi Lianhe Advertising Co., Ltd. (
“Shengshi
Lianhe”) and hold the 11.94% equity of Shengshi Lianhe. I hereby irrevocably authorize Mr.
Guo
Man to exercise the following rights within the valid term of this
Power of Attorney:
Authorize Mr.
Guo Man (Chinese ID number: 110102196305041171) to represent myself to
exercise my shareholder rights (including voting power) as specified by PRC laws and the articles
of association of Shengshi Lianhe at the shareholders’ meeting of Shengshi Lianhe, including, but
not limited to, signing related legal instruments with respect to the selling or transfer of all or
part of my equity in Shengshi Lianhe and as my authorized representative, nominating and appointing
the general manager of Shengshi Lianhe at the shareholders’ meeting of Shengshi Lianhe.
The precondition for the said authorization and entrustment is that Mr.
Guo Man is a
Chinese citizen and an employee of AirMedia Technology (Beijing) Co., Ltd. (
“AM Technology”) and AM
Technology agrees to the said authorization and entrustment. Once Mr.
Guo Man no longer
serves AM Technology or AM Technology informs me to terminate the said authorization and
entrustment, I will immediately withdraw the entrustment and authorization granted herein to him
and will designate/authorize the other person as nominated by AM Technology to exercise any and all
my shareholder rights (including voting power) at the shareholders’ meeting of Shengshi Lianhe.
This
Power of Attorney shall become effective as of the signing date and will remain in force
throughout the duration of Shengshi Lianhe, unless the Amended and Restated Call Option Agreement
jointly signed by me, AM Technology and Shengshi Lianhe on
June 14, 2007 is prematurely terminated
for whatsoever reason.
English Translation
I,
Guo Man, a citizen of the People’s Republic of China (
“China”), Chinese ID number:
110102196305041171, am a shareholder of Beijing Shengshi Lianhe Advertising Co., Ltd. (
“Shengshi
Lianhe”) and hold the 79.86% equity of Shengshi Lianhe. I hereby irrevocably continue to authorize
Mr.
Zhang Xiaoya to exercise the following rights within the valid term of this Power of
Attorney:
Authorize Mr.
Zhang Xiaoya (Chinese ID number: 130104196210091519) to represent myself
to exercise my shareholder rights (including voting power) as specified by PRC laws and the
articles of association of Shengshi Lianhe at the shareholders’ meeting of Shengshi Lianhe,
including, but not limited to, signing related legal instruments with respect to the selling or
transfer of all or part of my equity in Shengshi Lianhe and as my authorized representative,
nominating and appointing the general manager of Shengshi Lianhe at the shareholders’ meeting of
Shengshi Lianhe.
The precondition for the said authorization and entrustment is that Mr.
Zhang Xiaoya
is a Chinese citizen and an employee of AirMedia Technology (Beijing) Co., Ltd. (
“AM Technology”)
and AM Technology agrees to the said authorization and entrustment. Once Mr.
Zhang Xiaoya
no longer serves AM Technology or AM Technology informs me to terminate the said authorization and
entrustment, I will immediately withdraw the entrustment and authorization granted herein to him
and will designate/authorize the other person as nominated by AM Technology to exercise any and all
my shareholder rights (including voting power) at the shareholders’ meeting of Shengshi Lianhe.
This
Power of Attorney shall become effective as of the signing date and will remain in force
throughout the duration of Shengshi Lianhe, unless the Amended and Restated Call Option Agreement
jointly signed by me, AM Technology and Shengshi Lianhe on
June 14, 2007 is prematurely terminated
for whatsoever reason.
