蚂蚁短租法律ldd材料九、其他5-sole shareholder resolutions top voyage limited

1、TOP VOYAGE (incorporated with limited (theWritten Resolutions of the sole shareholder of the Company pursuant to the Companys Articles of tion on December 21, We, the undersigned, being the sole shareholder of the Company (the “Sole Shareholder”) acting by written consent without a meeting of the Co

2、mpany DO HEREBY CONSENT to the adoption of the following resolutions:ORDINARY IT IS T: the execution by the Company of (i)TOP VOYAGE (incorporated with limited (theWritten Resolutions of the sole shareholder of the Company pursuant to the Companys Articles of tion on December 21, We, the undersigned

3、, being the sole shareholder of the Company (the “Sole Shareholder”) acting by written consent without a meeting of the Company DO HEREBY CONSENT to the adoption of the following resolutions:ORDINARY IT IS T: the execution by the Company of (i) Agreement”, in substantially the form attached hereto a

4、s Exhibit tobeentered obyandamongtheCompanyMightyTalentLimited (theCayman Company”), Falcon View Technology (the “GanjiYi Yun You Network Technology (Beijing) Co., . (易云游网络技术（, the “Domestic Company”), Beijing Yu 京Science & Technology Development . 裕山阳科技发展限公司theWFOEGoldJoinLimitedandGuanglong Zhai (

5、each“Founder” and collectively the “Founders”), Partners 2006(Q), L.P., BlueRun Ventures IV, L.P., Sequoia CVIVHoldco, . andChinaRenaissanceHoldingsLimited(eacha “Purchaser” and collectively the “Purchasers”); and (ii) the ShareholdersAgreement heformattachedheretoasExhibitBby and among the parties

6、to the Share Purchase Agreement (each of theforegoing agreements, a ” and thess”)and any and all other srequiredorcontemplatedbyanyofthe s, or deemed sary or appropriate connection therewith, be and is hereby IT IS RESOLVED T: the sole director of the be authorized to execute (under hand or seal) an

7、d deliver applications, ,receipts authorisations, instructions, releases, waivers, ments of agentsforserviceof sands(whetherofalikenatureornot)s)asmaytheopinionandabsolute discretionofthedirectorbesary or desirable for the e of compliance Sole Shareholder Resolutions of Top Voyage condition preceden

8、t or the oeffectoforotherwiseeffect to, consummating or completing or procuring the and completion of all the ions contemplated by or referred the s with such amendments ascondition precedent or the oeffectoforotherwiseeffect to, consummating or completing or procuring the and completion of all the

9、ions contemplated by or referred the s with such amendments as he in his discretion thinks fit hetanysbeen executed for and on behalf of the Company, such execution be and is hereby approved, ratified and confirmed.IT IS RESOLVED T: the o and performance the Company of its obligations under the ss w

10、ould be l benefit and commerin the Companys long lerests and the tran s be approved.contemplated by the IT IS RESOLVED any and all actions of Company, or of the sole director or any officer, taken in with the actions contemplated by the foregoing resolutions prior to the execution hereof be and here

11、by are ratified, confirmed, approved and adopted in all respects as fully as if such action(s) has been presentedtoforapproval,andapprovedby,theSoleShareholder prior to such action being taken.OMNIBUS IT IS T, the Sole Shareholder agrees to do or to be done any and allsuch further actsandthings to execute deliver any and all such s he may sary or appropriateinorder to carry ent of the foregoing resolution