MEMORANDUM OF UNDERSTANDING
Between
XX. XX XXXX WO XXXX/XXXX XXXXX (USA-CAN) LTD
And
TAGALDER (2000) INCORPORATED
This is to confirm that Xx. Xx Xxxx Wo Xxxx/Xxxx Xxxxx (USA-CAN) Ltd ("Ng")
agrees to sell and Tagalder (2000) Incorporated ("Tagalder") agrees to purchase
additional ownership of Xxxx Xxxxx Development Ltd ("TSD") up to 40% of the
holding under the following terms and conditions:
1. "TSD" is a Hong Kong registered company:
Certificate no: 07178935-000-04-007
Flat/RM 1706, Bonham Trade CTR, 00 Xxxxxx Xxxxxx, Xxxx Xxxx
2. "TSD" is owned by "Ng".
3. "TSD" is in the business of investment, import/export, and general
trading in the plywood business. "TSD" confirmed that "TSD" has 51%
ownership in Jiangxi Xxxx Xxxxx Plywood Factory Co., Ltd ("TSPF").
4. "TSD" has acquired 75% of Shenzhen Punluen Industrial Co., Ltd at the
purchase price of C$2,399,627.00.
5. "Tagalder" already acquired 20% of TSD without the Shenzhen Punluen
Insdutrial Co., Ltd.
6. The Price:
As agreed by both parties, the purchase price of 40% of the ownership
with the holding in Shenzhen Punluen Insdutrial Co., Ltd is fixed at
C$3,246,672.00. Tagalder already paid C$1,113,208.00. The remaining
balance of C$2,133,464,00 will be paid at closing.
7. The Management
Both parties agree that Xxxxxxxx will elect one director to the board and
retain the current management of "TSD" until further notice.
8. The Business
Both parties agree to further develop and expand the current core
business through corporate restructure and acquisition.
9. Payment
Both parties agree that Tagalder will issue common shares to pay
for the purchase:.
The price: C$0.17
Total quantity of shares: 12,549,788 shares
10. Official Approval
This agreement is conditional upon the following official approval:
- Tagalder's Board
- Regulatory Approval
- Tagalder shareholders
11. This Memorandum of understanding is signed on June 18, 2001 by:
"Xx. Xx Xxxx Wo Xxxx" "Xx.Xxxxx Xxxx"
------------------------ ---------------
Xxxx Xxxxx Development Limited Tagalder (2000) Incorporated
Date: June 18,2001 Date: June 18,2001