EXHIBIT 10.9
AGREEMENT OF SALE OF CARTIS INTERNATIONAL, Ltd.
SHARES TO CARTIS, INC.
This agreement is entered between
Xx. Xxxxx Xxxxxxx, born on January 11, 1944 in Lyon, France, of French
nationality and
Xx. Xxxxx Xxxxxxxx, born on April 19, 1968 at Decines, France, of French
natoionality
On the one hand, and
Cartis, Inc. headquartered in Palm Beach, 000 Xxxxxxx Xxxxxx, XX 00000 and
represented by Xxxxx Xxxxxxx, member of the Board of Directors and duly
authorized by said Board to do so.
Preamble:
Cartis International, Ltd. is an "offshore" company registered in Mauritius, and
incorporated under section 16(4) of the Mauritius Offshore Business Activities
Act of 1992. This company was validly registered under the name Cartis
International Ltd. on September 30 1998.
Cartis International, Ltd. has a capital of $100,000 composed of 100,000 shares,
with a par value of $1.
Xx. Xxxxx Xxxxxxx owns 10,000 shares, or 10% of Cartis International, Ltd.
Xx. Xxxxx Xxxxxxxx owns 10,000 shares, or 10% of Cartis International, Ltd.
Xx. Xxxxxxx and Xxxxxxxx are willing to sell the entirety of the shares that
they own in Cartis International, Ltd.
Cartis, Inc. is willing to purchase all of the shares.
It is therefore agreed that :
1/ Xx. Xxxxx Xxxxxxx sells 10,000 shares that represent 10% of the capital of
Cartis International, Ltd to Cartis, Inc. In consideration for the sale, Cartis,
Inc. issues 500,000 shares to Xx. Xxxxxxx, under section 144. The
share issuance has been duly authorized by a resolution of the Board of
Directors of Cartis, Inc. dated February 17, 2000.
2/ 1/ Xx. Xxxxx Xxxxxxxx sells 10,000 shares that represent 10% of the capital
of Cartis International, Ltd to Cartis, Inc. In consideration for the sale,
Cartis, Inc. issues 500,000 shares to Xx. Xxxxxxxx, under section 144. The share
issuance has been duly authorized by a resolution of the Board of Directors of
Cartis, Inc. dated February 17, 2000.
3/ As a result of the two sale contracts, Cartis International, Inc. becomes the
wholly owned (100%) subsidiary of Cartis, Inc.
4/ Each of the signatories, singly, are responsible for the registration of
their rights under the agreements.
Palm Beach, February 18, 2000
Signed by:
/s/ Xxxxx Xxxxxxx /s/ Xxxxx Xxxxxxxx
Cartis, Inc
/s/ Xxxxx Xxxxxxx
Attachments (2)
- Board resolution dated February 17, 2000 authorizing Xxxxx Xxxxxxx to
execute this transaction
- Board resolution dated February 2000 authorizing the issuance of
1,000,000 shares, under section 144.
