BVI Company News

China Technology Development Group Corporation, British Virgin Islands company that provides clean and renewable energy products and solutions for solar energy business in China, announced that it has appointed Deloitte Touche Tohmatsu CPA Ltd.. to act as its independent auditor for the fiscal year ended December 31, 2007.

This appointment followed the expiry of the service term of Friedman LLP, and was based on recommendation and approval of the audit committee and the Board of Directors of China Technology on February 14, 2008. The reason for the change of the auditor was not any kind of disagreement between CTDC and Friedman, on matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedure.

CEO of the company Charlene Hua commented on the appointment of the new auditor: “Given our strategic focus in the solar energy business in China, we believe that Deloitte’s strong presence in China will provide us with audit services that are more efficient and suitable for a rapidly growing company like ours. We also wish to thank Friedman for the excellent work and professional services provided by their team.”

BVI-domiciled China Technology Development Group Corporation has also a number of BVI subsidiaries, one of which, China Natures Technology Inc., about a month ago was disposed to an independent party for HK$10,000,000, pursuant to the sale and purchase agreement dated December 18, 2007.

The Canadian company Dynasty Gaming Inc. has just  announced the details of its intention to acquire all of the issued and outstanding shares of two companies. Both companies, one of which, Junnet Omnimedia Inc., is based in the British Virgin Islands, and the second one is based in Beijing, China, are controlled by Dr. Wilson Cho, resident of Hong Kong and Dr. Dominic Chan, resident of Los Angeles, USA.

The Letter of Intent was signed on 16 October 2007, under its terms Dynasty proposes to acquire all the shares of these two companies from their current owners, in exchange for the issue of  320 mln new Dynasty Gaming shares, based on a price of Cdn $0.25 per share. This reverse takeover (RTO) transaction is based on a valuation of US $50 mln for the BVI company, and US $30 mln for the Chinese company.

Before closing the transaction, Dynasty must first complete a financing for a minimum of US $30 mln, based on a value of $0.25 per Dynasty share. Upon completion of all conditions under this proposed transaction, the issued capital of the Canadian corporation will increase from over 92.3 mln common shares to over 532.3 mln common shares, excluding any additional shares that may result from the exercise of 24.7 million options and warrants.

The BVI-based Junnet is a distributor of online prepaid cards in China, and a marketer of digital products such as software, music, etc. The Chinese company is engaged in the developing and technical support of these types of digital products throughout China. Dynasty Gaming’s business activities concerning online entertainment distribution and game software development will focus mainly on China.

Recently we have discussed the fact of purchasing of BVI corporation UraMin Inc by CFMM Développement, the wholly-owned subsidiary of Areva Group. Last week Areva announced that, after the completion of compulsory redemption proceedings in accordance with the BVI law, it has become the sole shareholder of the BVI-registered company.

The notice that was sent to the UraMin shareholders on 7 August 2007 provided also further information for former shareholders of UraMin seeking to receive the redemption price, held by UraMin’s agent, Computershare Investor Services. In connection with the redemption, on 20 August UraMin’s shares were delisted from the Toronto Stock Exchange, and cancellation of BVI company’s listing on the Alternative Investment Market of the London Stock Exchange is expected to be effective today, on September 4, 2007.

The Nevada-incorporated JMG Exploration, Inc. has announced the acquisition of Newco Group, Ltd. - a holding company registered in the British Virgin Islands. This BVI company, in its turn, acquires the majority equity interest in Iris Computers Ltd., one of the leading IT product distributors in India.

JMG, which specializes in exploration of oil and natural gas in the United States and Canada,  is going to sign the definitive share exchange agreement with Newco and its shareholders within the next some days. The end of the share exchange is contingent upon receiving the approval of JMG shareholders. However, no assurance can be given that the share exchange between JMG and BVI-based Newco is completed.

The Board of Directors of JMG has approved providing a $3.0 million loan to Newco for the purpose of obtaining a majority equity interest in Iris Computers. The loan to Newco is expected to be made during the next 10 days. If the acquisition of the BVI company by JMG is not completed by the end of 2007, Newco is obligated to repay the loan by that date.

A month ago, BVI-registered UraMin Inc. entered into takeover agreement with CFMM, an indirect wholly-owned subsidiary of French nuclear energy group Areva; according to it, CFMM made cash offer to UraMin in the amount of $2.5 billion, for 100% of  BVI company’s share capital.

After more than 88% of UraMin’s shareholders accepted the cash offer that was at $7.75 per UraMin share, Areva’s subsidiary has raised its total holding in the BVI company to 93%, - that is holding, directly and indirectly, of 301,469,701 shares.

As the holder of more than 90% of the shares of UraMin, CFMM will issue a notice to the BVI company requiring it to redeem the remaining shares not held by CFMM, in accordance with the British Virgin Islands law.  UraMin (BVI) is expected to send a notice of redemption to the remaining shareholders, and then cancel its listing on the Alternative Investment Market of the London Stock Exchange and refuse from trading on the Toronto Stock Exchange.

Aurora Global Investments Holdings has announced about its plans to pay HK$ 1 billion, or $1.28 million, for a 51% stake in a mining company to take advantage of rising metals prices. The target of this deal is Kanson Development, a company incorporated in the British Virgin Islands and owning the Xiaohongshan iron, vanadium and titanium mine in the Chinese region of Inner Mongolia.

Aurora said in the filing that it would finance the purchase by paying 100 million dollars in cash and 135 million dollars in shares, while issuing 765 million dollars of convertible bonds.

Aurora Global Investments is the maker of home furnishings based in Hong Kong. Company representatives have said that the acquisition enables the group to diversify into the iron, titanium and vanadium mining business, which is very prospective.

It was reported last week by some Indonesian newspapers that a 20% stake in the British Virgin Islands-registered Encore Limited will be probably received by Japanese trading house Mitsubishi Corp.

Mitsubishi is now the most likely winner in the bidding for this stake, after rival bidder Aabar Petroleum Investment Co pulled out. It is said in the same report that the value of 20% stake is about 350 million USD, and that the bidders have been conducting due diligence on Encore since November 2006.

The BVI-based Encore Ltd., controlled by the Panigoro family, is currently the single largest shareholder in Indonesian oil and gas company PT Medco Energi International,with a 50.7% stake.

Both the BVI company and Medco officials were not available for comments concerning the sale of 20% stake and Mitsubishi as the possible winner. However, Indonesian newspaper quoted Medco president as saying that while selling such a stake by Encore Ltd was possible, the deal is not concluded yet.

On July 9, China Shoe Holdings, Inc. announced that it concluded acquisition of all of the outstanding stock of a British Virgin Islands-based company, Wholly Success Technology Group Limited.

This BVI company which is the owner of all of the outstanding shares of China-based Shanghai Kanghong Yunheng Enterprise Development Company Ltd.

Wholly Success Technology Group Limited is a corporation manufacturing casual shoes, women’s shoes and shoe components for the Japanese and Chinese markets. Its footwear was usually sold under brand names of its customers. However, recently it began to develop its own brands for retail sale in China.

According to the Agreement, the officers and directors of China Shoe Holdings, Inc. resigned and Gu Xianzhong and Kon Ki Lo were appointed to the Board of Directors and Gu Xianzhong was appointed as CEO and Angus Cheung Ming as CFO of the company.

The revenue of Wholly Success Technology Group (BVI) Limited for the period ended March 31, 2007 was $1,173,975 and its gross profit was $371,035. For the calendar year 2006, the revenue of Wholly Success Technology Group Limited was $4,465,755 and its gross profit was $995,001.

French nuclear energy group Areva launched an agreed takeover for UraMin Inc., having valued it at more than $2.5 billion, which is a 21% premium over UraMin 20-day average trading price as of June 8, 2007.� It was announced that Areva and UraMin entered into an agreement in respect of Areva’s friendly cash offer for 100% of the share capital of UraMin, while Areva already owned 5.5% of UraMin. The cash offer was pitched at $7.75 per UraMin share.

Also, in connection with the offer, all directors and some other shareholders representing approximately 25% of the outstanding UraMin shares have entered into lock-up agreements with Areva pursuant to which they have agreed to tender all their UraMin shares to AREVA’s offer.

The support agreement entered into between Areva and UraMin provides for, among other things, in case a superior proposal is accepted by UraMin, a right to match in favour of Areva. The agreement also includes a break up fee of US$ 75 million in favour of AREVA under certain circumstances.

UraMin is an emerging Africa-focused uranium producer, having mineral rights in Namibia, South Africa, Mozambique, Botswana, Chad and the Central African Republic. The company was registered in February 2005 in the British Virgin Islands and is listed on London and Toronto stock exchanges. The Company currently has working capital of approximately US$285 million, and a market capitalization of approximately US$2 billion.

UraMin’s shares, which have already doubled this year, jumped another 10% after the sale announcement. The company has three projects that are due to start production by the end of 2009.

A 51% stake in a newly established British Virgin Islands-registered subsidiary BSI Logistics has been acquired by Grand Power Express International through Parkway Global.

About C$207,774 was planned to be invested for a 51% interest in BSI Logistics by Grand Power Express. The remaining 49% were acquired by the minority shareholder, Centervision International. The acquisition came into effect on June 1.

To oversee the operations of BSI Logistics, Grand Power Express will appoint all of the directors to the BSI’s board. It should be noted that the principals of Centrevision International are pioneers in the airfreight industry in Hong Kong having big experience in both the European and North America markets.

In May 2006, BSI was incorporated as a Hong Kong-based freight forwarding and logistics company to offer a comprehensive variety of supply chain management services and logistics solutions as well as such value-added auxiliary services as pre-shipment estimating, banking, and documentation for different industry customers.

The president & CEO of Grand Power Logistics, Ricky Chiu, said that this acquisition is relatively small, however it is valuable because it provides the company with another efficient and well-established access to cargo consolidation markets. According to him, since the middle of  2006, the company was focused more on direct clients, rather than the co-loading or air-cargo consolidation, therefore working with a specialist company in order to consolidate cargo meant for Europe and North America is valuable for Grand Power. Chiu also added that the company hopes to contribute between C$1 million and C$1.5 million in sales revenue to the company by means of this arrangement.