1 ) boan shall be in charge of all aspects of shesays and shesays subsidiaries ’ operations ; nominate and replace the members of shesays and shesays subsidiaries ’ board of directors, and engage shesays and shesays subsidiaries ’ management staff and decide their compensation. 2 ) boan shall manage and control all funds of shesays and shesays subsidiaries. the accounts of shesays and shesays subsidiaries shall be managed solely by boan. the seals and signatures for such account shall be the seals and signatures of the personnel appointed and confirmed by boan. all cash of shesays and shesays subsidiaries shall be kept in this entrusted account and shall be handled through this account, including but not limited to receipt of all shesays and shesays subsidiaries ’ business income, current working capital, recovered account receivables, and the payment of all account payables and operation expenses, employee salaries and asset purchases. 3 ) all matters of shesays and shesays subsidiaries, including but not limited to internal financial management, day - to - day operation, external contract execution and performance, tax filing and payment, change of rights and personnel, shall be controlled and managed by boan in all aspects. 4 ) boan shall enjoy all other responsibilities and rights enjoyed by shesays and shesays subsidiaries ’ investors in accordance with the applicable law and the articles of association of shesays and shesays subsidiaries, including but not limited to the following : a. deciding shesays and shesays subsidiaries ’ operation principles and investment plan ; b. nominating the members of the board of directors ; c. discussing and approving the report of the executive officers ; d. discussing and approving the annual financial budget and settlement plan ; e. discussing and approving the profit distribution plan and the loss compensation plan ; f. resolving on the increase or decrease of the registered capital ; g. resolving on the issuance of the corporate bond ; h. resolving on the matters including merger, division, change of corporate form, dissolution and liquidation of the company ; i. amending the articles of association ; j. other responsibilities and rights provided by shesays and shesays subsidiaries ’ articles of association. 5 ) boan enjoys all other responsibilities and rights enjoyed by shesays and shesays subsidiaries ’ board of directors and executive officers in accordance with the applicable law and the articles of association