EX-10.5

Exhibit 10.5

Powers of Attorney

I, MA Baoli (PRC ID Number: [***]) and MA Changyou (RPC ID Number: [***]), hold 100% equity interests in Beijing BlueCity Culture and Media Co., Ltd. (“BlueCity Culture”) in aggregate (“Equity Interests”), and hereby unconditionally and irrevocably authorize the directors of the direct or indirect shareholders of Beijing BlueCity Technology & Information Co., Ltd (“BlueCity Information”) or other persons designated by BlueCity Information (each an “Authorized Person”) during the term of this Powers of Attorney to exercise the following rights:

Authorizing the Authorized Person to exercise the following rights in relation to the Equity Interests on behalf of myself as the sole exclusive agent, including but not limited to, (1) attend the shareholders’ meeting of BlueCity Culture and execute relevant shareholders’ resolutions on behalf of myself; (2) exercise all shareholders’ rights that I am entitled to under the PRC laws and the articles of association of BlueCity Culture, including but not limited to, shareholders’ rights to vote, sell, transfer, pledge or dispose of all or a portion of the Equity Interests; (3) appoint and elect, as my authorized representative, the legal representative, chairman of the board of directors, directors, supervisors, general managers and other senior managements; (4) execute documents, meeting minutes and relevant filling documents in relation to the registration of the company kept by competent administrations of industry and commerce; and (5) exercise the voting right on behalf of the registered shareholders of BlueCity Culture when it is bankrupted.

Unless otherwise provided in this Powers of Attorney, the Authorized Person is entitled to declare, use or otherwise dispose of any cash dividends or bonuses generated by the Equity Interests or other non-cash earnings. Unless otherwise provided in this Powers of Attorney, the Authorized Person can take any actions in relation to Equity Interests at its own discretion without my written or oral instruction.

The Authorized Person is entitled to, within the scope of authorization, execute the Transfer Agreement referred in the Exclusive Option Agreement (to which agreement I am a party), and to perform the Equity Interest Pledge Agreement and Exclusive Option Agreement executed on the same date of this Powers of Attorney to which I am a party in time, and the exercise of such rights will not restrict this Power of Attorney.

All actions in relation to the Equity Interests by the Authorized Person shall be deemed as my actions, and all documents executed by the Authorized Person shall be deemed as executed by me, and acknowledge by me. If the Authorized Person intends to assign the authorized rights, with a five-day prior written notice to me, the Authorized Person is entitled to assign its rights under the aforementioned matters and the exercise of my Equity Interests to other individual or entity, without my consent.