| SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of preparation and principle of consolidation These consolidated financial statements (“financial
statements”) have been prepared in conformity with accounting principles generally accepted in the United States of America, or
US GAAP. The Company’s functional
currency of subsidiaries and VIE in China is the Chinese Renminbi (RMB). Other subsidiaries outside of China use U.S. Dollar (USD), Hong
Kong Dollar (HKD), Great Britain Pound (“GBP”) and AED (United Arab Emirates Dirham) as the functional currency; however,
the accompanying consolidated financial statements have been translated and presented in USD. According to USGAAP Accounting Standard Codification
(“ASC”) 810-10-15-8, for legal entities other than limited partnerships, the usual condition for a controlling financial interest
is ownership of a majority voting interest, and, therefore, as a general rule ownership by one reporting entity, directly or indirectly,
of more than 50 percent of the outstanding voting shares of another entity is a condition pointing toward consolidation. The power to
control may also exist with a lesser percentage of ownership, for example, by contract, lease, agreement with other stockholders, or by
court decree. The consolidated financial statements include
the accounts of the Company and its subsidiaries and VIE. Our contractual arrangements with our VIE and their respective shareholders
allow us to (i) exercise effective control over our VIE, (ii) receive substantially all of the economic benefits of our VIE, and (iii)
have an exclusive option to purchase all or part of the equity interests in our VIE when and to the extent permitted by PRC law. As a result of our direct ownership in our wholly
foreign-owned enterprise (“WFOE”) and the contractual arrangements with our VIE, we are regarded as the primary beneficiary
of our VIE, and we treat it and its subsidiaries as our consolidated affiliated entities under U.S. GAAP. Certain amounts of prior years were reclassified
to conform with current year presentation. Discontinued Operations On February 27, 2020, SkyPeople Foods Holdings
Limited (the “Seller”) completed the transfer of its ownership of HeDeTang Holdings (HK) Ltd. (“HeDeTang HK”)
to New Continent International Co., Ltd. (the “Buyer”), an unrelated third party and a company incorporated in the British
Virgin Islands for a total price of RMB 0.6 million (approximately $85,714), pursuant to a Share Transfer Agreement entered into by the
Seller and the Buyer on September 18, 2019 and approved at the special shareholders meeting of the Company on February 26, 2020. As the
Company believed that no continued cash flow would be generated by the sold component, in accordance with ASC 205-20, the Company presented
the operating results from Hedetang HK as discontinued operations within the accompanying consolidated financial statements. On March 11, 2020, the Company’s Board of Directors passed a
resolution to sell the operation of Globalkey Supply Chain Limited and Zhonglian Hengxin Assets Management Co., Ltd (“Zhonglian Hengxin”)
and close the operation of Digital Online Marketing Limited, SkyPeople Foods Holdings Limited and Chain Future Digital Tech (Beijing)
Co., Ltd. On March 18, 2021, Chain Future Digital Tech (Beijing) Co., Ltd. was dissolved and deregistered with local government. On May 7, 2020, Future Business Management Co., Ltd. completed the
transfer of its ownership of Zhonglian Hengxin Assets Management Co., Ltd to individual third party. On July 24, 2020, the Company’s
Board of Directors passed a resolution to sell the operation of Hedetang Farm Products Trading Markets (Mei County) Co., Ltd. and close
the operation of Chain Cloud Mall Logistics Center (Shaanxi) Co., Ltd. Skypeople Foods Holding Limited was dissolved on July 27, 2020;
Digital Online Marketing Limited Company was deregistered on July 28, 2020; On November 12, 2020, Chain Cloud Mall Network and Technology
(Tianjin) Co., Limited and Chain Cloud Mall Logistics Center (Shanxi) Co., Ltd. entered into agreements to transfer their ownership of
Hedetang Farm Products Trading Markets (Mei country) Co., Ltd. to third parties. On April 9, 2021, FT Commercial Management (Beijing)
Co., Ltd. was dissolved and deregistered. On August 2, 2021, the Company sold Guangchengji
(Guangdong) Industrial Co., Ltd. to an unrelated third party. On September 2, 2021, Future Supply Chain Co., Ltd. discontinued its
operations, and on November 4, 2021, it completed the transfer of its ownership to Shaanxi Fu Chen Venture Capital Management Co. Ltd. Based on the disposal plan and in accordance with
ASC 205-20, the Company presented the operating results from these operations as a discontinued operation. Segment Information Reclassification Historically, the Company operated in five segments:
concentrated apple juice and apple aroma, concentrated kiwifruit juice and kiwifruit puree, concentrated pear juice, fruit juice beverages,
and others. As the Company classified the juice related operation
into discontinued operation in the beginning of year 2019, and in accordance with the Company’s new business strategy, the Company
classified business segment into CCM Shopping Mall Membership, sales of goods, asset management service , Uses of Estimates in the Preparation of Financial
Statements The Company’s consolidated financial statements
have been prepared in accordance with US GAAP and this requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements
and reported amounts of revenue and expenses during the reporting period. The significant areas requiring the use of management estimates
include, but not limited to, the allowance for doubtful accounts receivable, estimated useful life and residual value of property, plant
and equipment, impairment of long-lived assets, provision for staff benefit, recognition and measurement of deferred income taxes and valuation
allowance for deferred tax assets. Although these estimates are based on management’s knowledge of current events and actions management
may undertake in the future, actual results may ultimately differ from those estimates and such differences may be material to our consolidated
financial statements. Going Concern The Company’s financial statements are prepared
assuming that the Company will continue as a going concern. The
Company incurred operating loss of $11.82 million and generated negative operating cash flows of $18.74 million for year ended December
31, 2021 and may continue to incur operating losses and generate negative operating cash flows as the Company implements its future business
plan. These factors raise substantial doubts about the Company’s
ability to continue as a going concern. The Company has raised funds through issuance of common stock. The ability of the Company to continue as a going
concern is dependent upon its ability to successfully execute its new business strategy and eventually attain profitable operations. The
accompanying financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going
concern. Research and development Research and development expenses include salaries,
contracted services, as well as the related expenses for our research and product development team, and expenditures relating to our efforts
to develop, design, and enhance our service to our clients. All the expenses are related to the planning and implementation phases of
development, and costs that are associated with maintenance of the existing websites or software for internal use, apps for users. Impairment of Long-Lived Assets In accordance with the ASC 360-10, Accounting
for the Impairment or Disposal of Long-Lived Assets If such assets are considered to be impaired,
the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets.
Assets to be disposed of are reported at the lower of the carrying amount or fair value less cost to sell. Fair Value of Financial Instruments The Company has adopted FASB ASC Topic on Fair
Value Measurements and Disclosures (“ASC 820”), which defines fair value, establishes a framework for measuring fair value
in GAAP, and expands disclosures about fair value measurements. ASC 820 establishes a three-level valuation hierarchy of valuation techniques
based on observable and unobservable input, which may be used to measure fair value and include the following: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Input other than Level 1 that is observable,
either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active;
or other input that is observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable input that is supported
by little or no market activity and that is significant to the fair value of the assets or liabilities. Our cash and cash equivalents and restricted cash
are classified within level 1 of the fair value hierarchy because they are value using quoted market price. Earnings (Loss) Per Share Under ASC 260-10, Earnings Per Share Diluted EPS is calculated by using the treasury stock method, assuming conversion of all potentially dilutive securities, such as stock
options and warrants. Under this method, (i) exercise of options and warrants is assumed at the beginning of the period and shares of
Common Stock are assumed to be issued, (ii) the proceeds from exercise are assumed to be used to purchase Common Stock at the average
market price during the period, and (iii) the incremental shares (the difference between the number of shares assumed issued and the number
of shares assumed purchased) are included in the denominator of the diluted EPS computation. The numerators and denominators used in the
computations of basic and diluted EPS are presented in the following table. For the year ended December 31, 2021:
Income Share Pre-share
Loss from continuing operations $ (11,206,035 ) 65,326,325 $ (0.17 )
Loss from discontinuing operations $ (2,388,900 ) 65,326,325 $ (0.04 )
Basic EPS:
Loss to common stockholders from continuing operations $ (11,206,035 ) 65,326,325 $ (0.17 )
Loss available to common stockholders from discontinuing operations $ (2,388,900 ) 65,326,325 $ (0.04 )
Dilutive EPS:
Warrants - 557,791 -
Diluted loss per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. Diluted net loss per share equals basic net loss per share because the effect of securities convertible into common shares is anti-dilutive from continuing operations $ (11,206,035 ) 65,884,116 $ (0.17 )
Diluted loss per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding from discontinuing operations $ (2,388,900 ) 65,884,116 $ (0.04 ) For the year ended December 31, 2020:
Income Share Pre-share
Loss from continuing operations $ (30,275,812 ) 38,057,065 $ (0.80 )
Income from discontinuing operations $ 119,206,123 38,057,065 $ 3.13
Basic EPS:
Loss available to common stockholders from continuing operations $ (30,275,812 ) 38,057,065 $ (0.80 )
Income available to common stockholders from discontinuing operations $ 119,206,123 38,057,065 $ 3.13
Dilutive EPS:
Warrants - 5,090,579 -
Diluted loss per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. Diluted net loss per share equals basic net loss per share because the effect of securities convertible into common shares is anti-dilutive from continuing operations $ (30,275,812 ) 43,147,644 $ (0.70 )
Diluted Earnings per share is calculated by taking net income, divided by the diluted weighted average common shares outstanding from discontinuing operations. $ 119,206,123 43,147,644 $ 2.76 Cash and Cash Equivalents Cash and cash equivalents included cash on hand
and demand deposits placed with banks or other financial institutions, which are unrestricted as to withdrawal and use and with an original
maturity of three months or less. Deposits in banks in the PRC are only insured
by the government up to RMB500,000, and are consequently exposed to risk of loss. The Company believes the probability of a bank failure,
causing loss to the Company, is remote. Receivable and Allowances Accounts receivable are recognized and carried
at the original invoice amounts less an allowance for any uncollectible amount. We have a policy of reserving for uncollectible accounts
based on our best estimate of the amount of probable credit losses in our existing accounts receivable. We perform ongoing credit evaluations of our customers and maintain an allowance for potential bad debts if required. Other receivables, and loan receivables are recognized
and carried at the initial amount when occurred less an allowance for any uncollectible amount. We have a policy of reserving for uncollectible
accounts based on our best estimate of the amount of probable impairment losses in our existing receivable. We determine whether an allowance for doubtful
accounts is required by evaluating specific accounts where information indicates the customers may have an inability to meet financial
obligations. In these cases, we use assumptions and judgment, based on the best available facts and circumstances, to record a specific
allowance for those customers against amounts due to reduce the receivable to the amount expected to be collected. These specific allowances
are re-evaluated and adjusted as additional information is received. The amounts calculated are analyzed to determine the total amount
of the allowance. We may also record a general allowance as necessary. Direct write-offs are taken in the period when
we have exhausted our efforts to collect overdue and unpaid receivable or otherwise evaluate other circumstances that indicate that we
should abandon such efforts. The Company has assessed its receivable including
credit term and corresponding all its receivables in December 2021. Upon such credit terms, bad debt expense was $ 1,823 and $3.57 million
during the years ended December 31, 2021 and 2020, respectively. There is no accounts receivable balance overdue for over 90 days as of
December 31, 2021 and December 31, 2020. Revenue Recognition We apply the five steps defined under ASC 606: (i) identify the contract(s)
with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction
price to the performance obligations in the contract, and (v) recognize revenue when (or as) the entity satisfies a performance obligation.
We assess its revenue arrangements against specific criteria in order to determine if it is acting as principal or agent. Revenue arrangements
with multiple performance obligations are divided into separate distinct goods or services. We allocate the transaction price to each
performance obligation based on the relative standalone selling price of the goods or services provided. Revenue is recognized upon the
transfer of control of promised goods or services to a customer. Control is generally transferred when the Company has a present
right to payment and title and the significant risks and rewards of ownership of products or services are transferred to its customers. We do not make any significant judgment in evaluating
when control is transferred. Revenue is recorded net of value-added tax. Revenue recognitions are as follows: Online sales and membership fee: The Company recognizes the sale of goods 15
days after the products are shipped (after the 15 days return policy). The revenue from the membership fee is amortized over the
lifetime of the membership, which is one year. For the merchandise gift package, revenue is recognized when the receipt of the gift
package is confirmed by the members. Other revenues include revenues earned on net basis from sales of certain products on our
platform and agent authorization fee. During the second quarter of 2021, the Company has transformed its member based business model to a sale agent based
eCAAS platform for its online shopping mall. Sales of coals and aluminum ingots The Company recognize revenue when the receipt
of merchandise is confirmed by the customers, which is the point that the title of the goods is transferred to the customer. Asset Management Service The
Company recognizes service revenue when a service is rendered, the Company issues bills to its customers and recognizes revenue according
to the bills. Property, Plant and Equipment Property, plant and equipment are stated at cost
less accumulated depreciation and any impairment losses. Depreciation is computed using the straight-line method over the useful lives
of the assets. Major renewals and betterments are capitalized and depreciated; maintenance and repairs that do not extend the life of
the respective assets are expensed as incurred. Upon disposal of assets, the cost and related accumulated depreciation are removed from
the accounts and any gain or loss is included in the consolidated statements of income and comprehensive income. Depreciation related to property, plant and equipment
used in production is reported in cost of sales, and includes amortized amounts related to capital leases. We estimated that the residual
value of the Company’s property and equipment ranges from 3% to 5%. Property, plant and equipment are depreciated over their estimated
useful lives as follows:
Building 20 years
Machinery and equipment 5-10 years
Furniture and office equipment 3-5 years
Motor vehicles 5 years
Leasehold Improvement 3 years Intangible Assets Acquired intangible assets are recognized based
on their cost to the Company, which generally includes the transaction costs of the asset acquisition, and no gain or loss is recognized
unless the fair value of noncash assets given as consideration differs from the assets’ carrying amounts on the Company’s
book. These assets are amortized over their useful lives if the assets are deemed to have a finite life and they are reviewed for impairment
by testing for recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. The
fair value of an intangible asset is the amount that would be determined if the entity used the assumptions that market participants would
use if they were pricing the intangible asset. The useful life of the Company’s intangible assets is ten years, which is determined
by using the time period that an intangible is estimated to contribute directly or indirectly to a Company’s future cash flows. Foreign Currency and Other Comprehensive Income
(Loss) The financial statements of the Company’s
foreign subsidiaries are measured using the local currency as the functional currency; however, the reporting currency of the Company
is the USD. Assets and liabilities of the Company’s foreign subsidiaries have been translated into USD using the exchange rate at
the balance sheet dates, while equity accounts are translated using historical exchange rate. The exchange rate we used to convert RMB
to USD was 6.38 and 6.52 at the balance sheet dates of December 31, 2021 and December 31, 2020, respectively. The average exchange rate
for the period has been used to translate revenues and expenses. The average exchange rates we used to convert RMB to USD were 6.45 and
6.90 for fiscal year 2021 and fiscal year 2020, respectively. The exchange rate we used to convert HKD to USD
was 7.80 at the balance sheet dates of December 31, 2021. The average exchange rate for the period has been used to translate revenues
and expenses. The average exchange rates we used to convert HKD to USD were 7.77 for fiscal year 2021. The exchange rate we used to convert GBP to USD
was 0.74 at the balance sheet dates of December 31, 2021. The average exchange rate for the period has been used to translate revenues
and expenses. The average exchange rates we used to convert GBP to USD were 0.73 for fiscal year 2021. The exchange rate we used to convert AED to USD
was 3.67 at the balance sheet dates of December 31, 2021. The average exchange rate for the period has been used to translate revenues
and expenses. The average exchange rates we used to convert AED to USD were 3.67 for fiscal year 2021. Translation adjustments are reported separately
and accumulated in a separate component of equity (cumulative translation adjustment). Income Taxes We use the asset and liability method of accounting
for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for
the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting
from matters that have been recognized in an entity’s financial statements or tax returns. Deferred tax assets and liabilities are
measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to
be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations
in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based
on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets
will not be realized. ASC Topic 740-10-30 clarifies the accounting for
uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement
attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC
Topic 740-10-25 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure,
and transition. We have no material uncertain tax positions for any of the reporting periods presented. Goodwill The Company tests goodwill for impairment for its
reporting units on an annual basis, or when events occur or circumstances indicate the fair value of a reporting unit is below its carrying
value. If the fair value of a reporting unit is less than its carrying value, an impairment loss is recorded to the extent that implied
fair value of the goodwill within the reporting unit is less than its carrying value. The Company’s evaluation of goodwill for impairment involves
the comparison of the fair value of the reporting unit to its carrying value. The Company uses the discounted cash flow model to estimate
fair value, which requires management to make significant estimates and assumptions related to forecasts of future revenue and operating
margin. In addition, the discounted cash flow model requires the Company to select an appropriate weighted average cost of capital based
on current market conditions as of December 31, 2021. A high degree of auditor judgment and an increased extent of effort were required
when performing audit procedures to evaluate the reasonableness of management’s estimates and assumptions related to the forecasts.
Based upon the assessment, the Company has concluded that goodwill is $15.6million as of December 31, 2021. Lease After adoption of ASC 842 and related standards,
which introduced a lessee model that requires entities to recognize assets and liabilities for most leases, but recognize expenses on
their income statements in a manner similar to current accounting, thus operating lease right-of-use assets and liabilities are recognized
at commencement date based on the present value of lease payments over the lease term. For short-term leases with an initial lease term
of 12 months or less and with purchase options we are reasonably certain will not be exercised. As a lessee, the Company leases equipment,
land and office building. Lease expense is recognized on a straight-line basis over the lease term. Convertible notes The Company accounts for its convertible notes
at issuance by allocating the proceeds received from a convertible note among freestanding instruments according to ASC 470, Debt, based
upon their relative fair values. The fair value of debt and common stock is determined based on the closing price of the common stock
on the date of the transaction. Convertible notes are subsequently carried at amortized cost. Each convertible note is analyzed for the
existence of a beneficial conversion feature (“BCF”), defined as the fair value of the common stock at the commitment date
for the convertible note, less the effective conversion price. No BCF was recognized for the convertible notes issued during 2021 and
2020. Share-based compensation The Company awards share options and other equity-based
instruments to its employees, directors and consultants (collectively “share-based payments”). Compensation cost related to
such awards is measured based on the fair value of the instrument on the grant date. The Company recognizes the compensation cost over
the period the employee is required to provide service in exchange for the award, which generally is the vesting period. The amount of
cost recognized is adjusted to reflect the expected forfeiture prior to vesting. When no future services are required to be performed
by the employee in exchange for an award of equity instruments, and if such award does not contain a performance or market condition,
the cost of the award is expensed on the grant date. The Company recognizes compensation cost for an award with only service conditions
that has a graded vesting schedule on a straight-line basis over the requisite service period for the entire award, provided that the
cumulative amount of compensation cost recognized at any date at least equals the portion of the grant-date value of such award that is
vested at that date. Statutory reserves Pursuant to the laws applicable to the PRC, PRC
entities must make appropriations from after-tax profit to the non-distributable “statutory surplus reserve fund”. Subject
to certain cumulative limits, the “statutory surplus reserve fund” requires annual appropriations of 10% of after-tax profit
until the aggregated appropriations reach 50% of the registered capital (as determined under accounting principles generally accepted
in the PRC (“PRC GAAP”) at each year-end). For foreign invested enterprises and joint ventures in the PRC, annual appropriations
should be made to the “reserve fund”. For foreign invested enterprises, the annual appropriation for the “reserve fund”
cannot be less than 10% of after-tax profits until the aggregated appropriations reach 50% of the registered capital (as determined under
PRC GAAP at each year-end). Variable interest entities On July 31, 2019, CCM Tianjin, E-commerce Tianjin,
and Mr. Zeyao Xue and Mr. Kai Xu, citizens of China and shareholders of E-commerce Tianjin, entered into the following agreements, or
collectively, the “Variable Interest Entity Agreements” or “VIE Agreements,” pursuant to which CCM Tianjin has
contractual rights to control and operate the business of E-commerce Tianjin (the “VIE”). Therefore, pursuant to ASC 810,
E-Commerce Tianjin is included in the Company’s consolidated financial statements since then. Pursuant to Chinese law and regulations, a foreign
owned enterprise cannot apply for and hold a license for operation of certain e-commerce businesses, the category of business which the
Company is conducting in China. CCM Tianjin is an indirectly wholly foreign owned enterprise of the Company. In order to comply with Chinese
law and regulations, CCM Tianjin agreed to provide E-commerce Tianjin an Exclusive Operation and Use Rights Authorization to operate and
use the Chain Cloud Mall System owned by CCM Tianjin. E-commerce Tianjin was incorporated by Mr. Zeyao
Xue and Mr. Kai Xu solely for the purpose of holding the operation license of the Chain Cloud Mall System. Mr. Zeyao Xue is a major shareholder
of the Company and the son of Mr. Yongke Xue, the President of the Company. Mr. Kai Xu was the Chief Operating Officer of the Company
and currently is the Deputy General Manager of FT Commercial Group Ltd., a wholly owned subsidiary of the Company and the vice president
of blockchain division of the Company. The VIE Agreements are as follows: 1) Exclusive Technology Consulting and Service Agreement by and between CCM Tianjin and E-commerce Tianjin. Pursuant to the Exclusive Technology Consulting and Service Agreement, CCM Tianjin agreed to act as the exclusive consultant of E-commerce Tianjin and provide technology consulting and services to E-commerce Tianjin. In exchange, E-commerce Tianjin agreed to pay CCM Tianjin a technology consulting and service fee, the amount of which is to be equivalent to the amount of net profit before tax of E-commerce Tianjin, payable on a quarterly basis after making up losses of previous years (if necessary) and deducting necessary costs, expenses and taxes related to the business operations of E-commerce Tianjin. Without the prior written consent of CCM Tianjin, E-commerce Tianjin may not accept the same or similar technology consulting and services provided by any third party during the term of the agreement. All the benefits and interests generated from the agreement, including but not limited to intellectual property rights, know-how and trade secrets, will be CCM Tianjin’s sole and exclusive property. This agreement has a term of 10 years and may be extended unilaterally by CCM Tianjin with CCM Tianjin’s written confirmation prior to the expiration date. E-commerce Tianjin cannot terminate the agreement early unless CCM Tianjin commits fraud, gross negligence or illegal acts, or becomes bankrupt or winds up.
2) Exclusive Purchase Option Agreement by and among CCM Tianjin, E-commerce Tianjin, Mr. Zeyao Xue and Mr. Kai Xu. Pursuant to the Exclusive Purchase Option Agreement, Mr. Zeyao Xue and Mr. Kai Xu granted to CCM Tianjin and any party designated by CCM Tianjin the exclusive right to purchase, at any time during the term of this agreement, all or part of the equity interests in E-commerce Tianjin, or the “Equity Interests,” at a purchase price equal to the registered capital paid by Mr. Zeyao Xue and Mr. Kai Xu for the Equity Interests, or, in the event that applicable law requires an appraisal of the Equity Interests, the lowest price permitted under applicable law. Pursuant to powers of attorney executed by Mr. Zeyao Xue and Mr. Kai Xu, they irrevocably authorized any person appointed by CCM Tianjin to exercise all shareholder rights, including but not limited to voting on their behalf on all matters requiring approval of E-commerce Tianjin’s shareholder, disposing of all or part of the shareholder’s equity interest in E-commerce Tianjin, and electing, appointing or removing directors and executive officers. The person designated by CCM Tianjin is entitled to dispose of dividends and profits on the equity interest without reliance on any oral or written instructions of Mr. Zeyao Xue and Mr. Kai Xu. The powers of attorney will remain in force for so long as Mr. Zeyao Xue and Mr. Kai Xu remain the shareholders of E-commerce Tianjin. Mr. Zeyao Xue and Mr. Kai Xu have waived all the rights which have been authorized to CCM Tianjin’s designated person under the powers of attorney.
3) Equity Pledge Agreements by and among CCM Tianjin, E-commerce Tianjin, Mr. Zeyao Xue and Mr. Kai Xu. Pursuant to the Equity Pledge Agreements, Mr. Zeyao Xue and Mr. Kai Xu pledged all of the Equity Interests to CCM Tianjin to secure the full and complete performance of the obligations and liabilities on the part of E-commerce Tianjin and them under this and the above contractual arrangements. If E-commerce Tianjin, Mr. Zeyao Xue, or Mr. Kai Xu breaches their contractual obligations under these agreements, then CCM Tianjin, as pledgee, will have the right to dispose of the pledged equity interests. Mr. Zeyao Xue and Mr. Kai Xu agree that, during the term of the Equity Pledge Agreements, they will not dispose of the pledged equity interests or create or allow any encumbrance on the pledged equity interests, and they also agree that CCM Tianjin’s rights relating to the equity pledge should not be interfered with or impaired by the legal actions of the shareholders of E-commerce Tianjin, t |
