Oral Nominee Agreement between Xuchun Wang and Ruixing Group Co., Ltd. Shareholders (May 13, 2011)

Contract Categories: Business Operations › Proxy Agreements
Summary

This oral agreement, made on May 13, 2011, is between Mr. Xuchun Wang and the shareholders of Ruixing Group Co., Ltd. Mr. Wang will serve as a nominee for the shareholders, acting on their behalf without compensation, until a majority of shareholders decide to end his role. He must follow the directions of Mr. Guangyin Meng on key decisions, except for exercising SMSA options or major changes like mergers, which require unanimous consent. If Mr. Wang does not comply, shareholders may take legal action against him.

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EX-10.53 3 c26366exv10w53.htm EXHIBIT 10.53 Exhibit 10.53
Exhibit 10.53
Oral Agreement
•   This oral arrangement was entered into on May 13, 2011, between Mr. Xuchun Wang and the shareholders of Ruixing Group Co., Ltd.
•   Mr. Wang will act as nominee on behalf of Ruixing Group’s shareholders until such time as his nominee role is terminated by a majority of Ruixing Group’s shareholders.
•   Mr. Wang receives no compensation for acting as a nominee.
 
•   Mr. Wang will act at the direction of Mr. Guangyin Meng as to key decisions affecting the beneficial option holders of SMSA, except as to decisions to exercise the options in SMSA, including any change in control transaction such as a merger with a third party, in which case unanimity of the option holders of SMSA is required.
•   If Mr. Wang fails to follow instructions of Ruixing Group’s shareholders, the latter may pursue all legal remedies available against Mr. Wang.