EX-2.2
Supplemental Agreement
For The
Exchange Of Common Stock
Dated April 6, 1999
Between
SolutionNet International, Inc.
And
SR Singapore, Pte., Ltd
THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAVE NOT BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933 (THE "1933 ACT"), NOR REGISTERED UNDER ANY
STATE SECURITIES LAW. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD OR
OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT
UNDER THE 1933 ACT, OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE 1933
ACT, THE AVAILABILITY OF WHICH IS TO BE ESTABLISHED TO THE SATISFACTION OF THE
COMPANY.
SUPPLEMENTAL AGREEMENT FOR THE EXCHANGE OF COMMON STOCK
A SUPPLEMENTAL AGREEMENT made this 6th day of April, 1999 by and between
SOLUTIONNET INTERNATIONAL, INC., a Minnesota corporation (hereinafter, called
"ISSUER") and XXXXXXXX GROUP LIMITED (hereinafter, called "SHAREHOLDER"), which
SHAREHOLDER own all of the issued and outstanding shares of SR SINGAPORE PTE,
LTD, a Singapore corporation (hereinafter, called "SR SINGAPORE").
WHEREAS by an Agreement for the Exchange of Common Stock between the Issuer and
the Shareholder (hereinafter called the "Principal Agreement") the respective
parties have agreed to exchange the common stock of the Issuer for all the
issued and outstanding shares of SR Singapore.
AND WEHREAS by the Article 8(ii) of the Principal Agreement, the Principal
Agreement may be amended by agreement in writing between the parties.
THE PARTIES HERETO AGREE AS FOLLOWS:
1. Whenever reference is made in the Principal Agreement to "SR
SINGAPORE" such reference shall be construed to include a reference to
an intermediate holding corporation of SR SINGAPORE such intermediate
holding corporation being a corporation whose assets comprise of all
the issued and outstanding shares of SR SINGAPORE.
2. For the purpose of clarity only for the closing pursuant to Article
6(ii) of the Principal Agreement the same may be performed the
SHAREHOLDER by delivery of
a. All issued and outstanding shares of such intermediate holding
corporation together with the duly completed and executed
transfers in favor of the ISSUER;
b. All the corporate records of such intermediate holding
corporation; and
c. All the issued and outstanding shares of SR SINGAPORE all such
shares being registered in the name of such intermediate holding
corporation.
3. This Supplemental Agreement shall be deemed to come into effect on April 6,
1999.
IN WITNESS WHEREOF, the each of the undersigned has executed this Agreement:
XXXXXXXX GROUP LIMITED SOLUTIONNET INTERNATIONAL, INC.
-------------------------------- ----------------------------------------
Mr. V. Suresh as per approval of Xxxxxxx X. Xxxxxx as per the approval of
the board of directors and the board of directors and shareholders
shareholders
