EGOOS BVI, a British Virgin Islands business company, acts as a holding company
and indirectly controls Guangzhou Yuzhi (a variable interest entity in China)
and its Subsidiaries. EGOOS BVI’s sole source of income and operations
is through its indirect, contractual control of Guangzhou Yuzhi and its Subsidiaries.
Based in the city of Guangzhou, Guangdong Province, China, Guangzhou Yuzhi and
Guangzhou Rongsheng are principally engaged in software and information technology
services and share full-time employees with Shenzhen Exce-card.
Shenzhen Exce-card is based in the city of Guangzhou, Guangdong Province, China,
with a business development department in New York, NY. Additionally, Shenzhen
Exce-card has entered into a partnership agreement with UINT France located
in Saint Aubin, France (“UINT”), amended and supplemented by an
amendment dated March 27, 2015 (as amended and supplemented, the “Partnership
Agreement”), pursuant to which UINT is engaged by Shenzhen Exce-card to
conduct product research and development (“R&D”) and other related
services in connection with new audio signals, testing and producing new inlays
for audio bank card and assisting the card manufacturers with lamination test,
new generation of audio card, and assisting the card manufacturers with certification
of the new audio card products.
Shenzhen Exce-card is principally engaged in the design and production of inlays
composed of flexible circuit boards for active smart cards and other products
in the related technological field, which provide a comprehensive solution for
mobile payment. As of the date of this annual report, Shenzhen Exce-card has
approximately 23 full-time employees.
In February 2015, Shenzhen Exce-card developed an electronic inlay utilizing
innovative audio technology and embedded in a specialized IC card product, namely,
“audio bank card.” We were granted the patent (expiring in 2023)
pertaining to such audio bank cards inlay. The audio bank cards meet innovative
product standards set forth by UnionPay, the only domestic bank card organization
in China as well as the only interbank network in mainland China. UnionPay has
authorized its logo to be displayed on the audio bank cards. However, it should
be noted that we have no contractual agreement or arrangement with UnionPay
with respect to audio bank cards.
We are seeking to develop and maintain long-term relationships with major card
issuers in China. Since 2014, we have been actively communicating with China
Construction Bank (“CCB”), one of China’s four major banks,
in the pursuit of promoting new audio bank cards embedded with our inlays, which
communications led to CCB’s desire to launch a pilot audio bank card program
to be operated by its Guangdong branch offices (“CCB Guangdong”).
Under this proposed program, 500,000 audio cards are expected to be manufactured
by Tianyu, with inlays supplied by Shenzhen Exce-card, and issued and distributed
by CCB Guangdong to some of its 25 million customers. At a meeting among Shenzhen
Exce-card, Tianyu, and CCB Guangdong in Guangzhou, Guangdong Province, PRC held
on September 24, 2015, CCB Guangdong indicated that they would report to the
individual finance department and procurement department of CCB’s headquarters
for approval to start the procurement process regarding these 500,000 audio
bank cards. In March 2016, CCB Guangdong started testing the audio cards internally
(Phase I of the pilot program), and 500,000 audio bank cards are expected to
be gradually introduced to the bank’s customers three to six months from
Phase I. We also plan to pursue CCB’s Guangxi branch offices to promote
another pilot program in the province of Guangxi, a province to the west of
Guangdong, with a population of approximately 47 million. If these two pilot
programs are launched and proved to be successful, CCB is expected to issue
4 million audio bank cards in various locations throughout China.
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