% of the combined voting power of our share capital and we will be a "controlled company" under the Marketplace Rules of the NASDAQ Stock Market. or the Marketplace Rules. As a "controlled company," certain exemptions under the NASDAQ standards will free us from the obligation to comply with certain Marketplace Rules

, !AC will continue to control a majority of the voting power of our outstanding capital stock. As a result, we will be a "controlled company' under the Marketplace Rules. As a controlled company, we will be exempt from the obligation to comply with certain corporate governance requirements under the Marketplace Rules

ompletion of this offering, the Audit Committee will be composed solely of members who satisfy the applicable independence and other requirements of the Marketplace Rules and the SEC for audit committees, and at least one of its members will be an "audit committee financial expert" Compensation Committee. The Compens

ctors will adopt a written policy governing the approval of related party transactions that complies with all applicable requirements of the SEC and the Marketplace Rules concerning related party transactions. For purposes of this policy, consistent with the Marketplace Rules, the terms -related person' and 'transacti