The following table sets forth our subsidiaries which principally affect our results of operations and financial condition as of December 31, 2012 and 2011:
Name of Company | Place of incorporation or establishment | Attributable equity interest | Principal activity | ||||
| 2012 | 2011 | ||||||
| Comtech Broadband Technology (Shenzhen) Co., Ltd. (Formerly known as “Comloca Technology (Shenzhen) Company Limited”) (“Comtech Broadband SZ”) | PRC | 100% | 100% | Sales of electronics components and related products | |||
| Comtech Broadband Corporation Limited (“Comtech Broadband”) | Hong Kong | 70% | 70% | Sales of electronics components and related products | |||
| Comtech Communication Technology (Shenzhen) Company Limited (“Comtech Communication”) | PRC | 0% | 100% | Sales of electronics components and related products (note a) | |||
| Comtech International (Hong Kong) Limited (“Comtech Hong Kong”) | Hong Kong | 0% | 100% | Sales of electronics components and related products (note a) | |||
| Comtech Software Technology (Shenzhen) Company Limited (“Comtech Software”) | PRC | 0% | 100% | Sales of electronics components and related products and research and development of software products (note a) | |||
| Epcot Multimedia Technology (SZ) Co. Ltd. (“Epcot”) | PRC | 0% | 100% | Provision of media communication and collaboration platforms and solutions (note a) | |||
| Shenzhen Comtech International Limited (“Shenzhen Comtech”) | PRC | 100% | 100% | Sales of electronics components and related products (note b) | |||
| Shanghai Comtech Electronic Technology Company Limited (“Shanghai Comtech”) | PRC | 100% | 100% | Sales of electronics components and related products (note a) | |||
| Shanghai E&T System Company Limited (“Shanghai E & T”) | PRC | 100% | 100% | Sales of electronics components and related products (note c) | |||
| Shenzhen Huameng Software Company Limited (“Huameng PRC”) | PRC | 100% | 100% | Provision of technology and engineering services, outsourcing, network system integration and related training and maintenance services | |||
| Viewtran Technology (Shenzhen) Co., Limited (“Viewtran PRC”) | PRC | 100% | 100% | Provision of media communication and collaboration platforms and solutions | |||
| Comtech Digital Technology (Hong Kong) Limited (“Comtech Digital”) | Hong Kong | 60% | 60% | Sales and development of digital and industrial applications, microcontrollers and complementary products | |||
| Comtech Industrial (Hong Kong) Limited (“Comtech Industrial”) | Hong Kong | 100% | 100% | Sales and development of industrial applications, microcontrollers and complementary products | |||
| Mega Sky (Shenzhen) Limited (“Mega Sky SZ”) | PRC | 100% | 100% | Provision of industrial and microcontroller based system solutions and research and development of software products | |||
| Mega Smart (Shenzhen) Limited (“Mega Smart SZ”) | PRC | 100% | 100% | Provision of industrial and microcontroller based system solutions on customer, industrial, automotive, smart meter and smart grid markets | |||
| Note a | Pursuant to the Envision Agreement dated October 23, 2012, we sold certain subsidiaries, including Comtech Communication, Comtech Hong Kong, Comtech Software and Epcot, to Envision for a total consideration of USD78 million. The entire purchase price was fully received and transactions contemplated by the Envision Agreement closed on Date of Sale. |
| One of our indirectly controlled subsidiaries, Shanghai Comtech, did not form part of the Disposal Group but its 100% equity interest is held by one of entities in the Disposal Group. In order to retain control over Shanghai Comtech, we, through one of our wholly-owned subsidiaries, entered into legal arrangements with the Disposal Group pursuant to which the Disposal Group agrees to hold the equity interest in Shanghai Comtech on behalf of our wholly-owned subsidiary, and waive its full rights and risks of ownership of the equity interests in favour of our wholly-owned subsidiary. Accordingly, we retain our control over Shanghai Comtech through such legal arrangements. |
| Note b | We exercise our control over Shenzhen Comtech through legal arrangements between Shenzhen Comtech’s legal shareholders and our wholly-owned subsidiary. The legal shareholders of Shenzhen Comtech are Huimo Chen, the mother of Jeffrey Kang, and Honghui Li, the Vice President of the Group, who hold 1% and 99% equity interest in Shenzhen Comtech respectively. The legal shareholders agree to hold the equity interest in Shenzhen Comtech on behalf of our wholly-owned subsidiary, and waive their full rights and risks of ownership of the equity interests in favor of our wholly-owned subsidiary. |
| Note c | Prior to January 1, 2012, the legal shareholders of Shanghai E&T were Shenzhen Comtech and Honghui Li with equity interests of 95% and 5% respectively. Honghui Li entered into and was bound by legal arrangements, similar to those as described in note (b), with our wholly-owned subsidiary relating to his holding of 5% equity interest in Shanghai E&T and agreed to hold on behalf of our wholly-owned subsidiary waiving his full rights and risks of ownership of the equity interests in favor of our wholly-owned subsidiary. |
| On January 1, 2012, we instructed Shenzhen Comtech and Honghui Li to transfer 76% and 5% of their respective equity interest in Shanghai E&T to Shanghai Comtech. After the transfer, the legal shareholders of Shanghai E&T are Shenzhen Comtech and Shanghai Comtech, subsidiaries which we exercise our controls through legal arrangements (see notes (a) and (b)), with equity interest of 19% and 81% respectively. |
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