Annual Meeting


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As a foreign private issuer, the Company is permitted to, and does, follow certain Home Country Corporate Governance Practices instead of those otherwise required under the Listing Rules of the NASDAQ Stock Market for domestic U.S. issuers. For instance, the Company follows Home Country Governance Practices in the Cayman Islands with regard to, among other things, director nomination procedures, the approval of compensation of officers, and quorum requirements at general meetings of our shareholders. In addition, the Company intends to rely on Home Country Governance Practices instead of the Listing Rules of the NASDAQ Stock Market that require the Company (i) to have an annual meeting each year (the Cayman Islands does not require company to have a meeting each year) and (ii) to obtain shareholder approval for certain dilutive events, such as the establishment or amendment of certain equity based compensation plans, an issuance that will result in a change of control of the company, certain transactions other than a public offering involving issuances of a 20% or greater interest in the Company, and certain acquisitions of the stock or assets of another company. Following our Home Country Governance Practices as opposed to the requirements that would otherwise apply to a U.S. company listed on NASDAQ may provide less protection to you than what is accorded to investors under the Listing Rules of the NASDAQ Stock Market applicable to domestic U.S. issuers.