BVI Company News

According to a statement released last week to the Stock Exchange of Hong Kong, an affiliate of Hong Kong-listed resources company CITIC Resources, CITIC Haiyue Energy, on September 28 acquired a stake in Tincy Group, for the price of $148.18 mln.

Tincy Group, which is wholly owned by the British Virgin Islands-domiciled Far Great Investments, operates an oil field in northeastern China’s province Liaoning. In May 2007, this BVI company signed an option agreement with CITIC Haiyue, which allowed the former to buy 90% stake of Tincy Group, or 9 million shares.

Tincy and Chinese state oil giant China National Petroleum Corp. are joint partners in a production sharing contract for the Hainan-Yuedong block in China’s northeastern Liaoning province until 2034. The companies signed the Hainan-Yuedong contract in February 2004.

China Organic Agriculture, Inc. (CNOA), one of China’s leading agricultural and products companies, has announced its financial results for the 2nd quarter 2007, ended June 30, 2007. The reported growth of revenues made $2.3 million, the earnings made $675,000 - that is a 180% increase compared to the same period of 2006, and a revenue record generated during any second quarter in the Company’s history.

In March 2007, CNOA became the whole owner of two subsidiaries: the company owns directly China Organic Agriculture, Ltd. (COAL), incorporated in 2006 in the British Virgin Islands. In its turn, the BVI company owns Jilin Songyuan City ErMaPao Green Rice Ltd, which was  incorporated in China in 2002. Through its BVI and China subsidiaries, the Company is involved in the business of rice production and processing, and ErMaPao now is the main brand of the Company amd the most popular rice brand in the country, which has won several quality awards and holds the highest organic certification.

The increase of Company’s revenues after acquisition of the subsidiaries is seen by the record growth in the Q2 2007, which is cited to the increases in production capacity, production output and consumer brand awareness.

Company’s reported revenues for the six months ending June 30, 2007 were than $6.4 million – 60% more than in the same period of 2006. Earnings for this period were approximately $2.4 million, a 58% increase over the comparable period 2006.

CNOA has also recently released updated revenue and earnings guidance for calendar year 2007, where raised its previously announced forecast by an additional $2 million to approximately $18 million in revenues, which made a 100% increase over the comparable period of the previous year.

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.

The film distributor Riche Multi-Media Holdings will pay HK$684 million to purchase a 50% stake in a piece of prime land in Macau, from Tiffany Chen Ming-yin, an executive director of the firm and the wife of Mr Heung. The land grant from the Macau government allows for a developable gross floor area of 637,000 square feet of residential space.

In a stock exchange filing Riche announced that the 75% stake of the land was acquired by Ms Chen in the past two months for HK$1.026 billion, via BVI-registered Modern Vision. Now Ms Chen retains a 25% interest in the 50,000-square-foot site, with the remaining 25% stake held by the third party which is not named.

After Riche Multi-Media said it would acquire a site in Macau, its shares soared 12.68% in brief trading during one day.

Because of the high level of piracy in China mainland, in recent months Riche Multi-Media has pulled back from its traditional film distribution business and seeks new investment opportunities in Macau.

Last month, the investor fund Indochina Capital made additional investments into the Navigos Group, in the amount of US $1.1 million. Total invested capital to the Group from Indochina made US $3.1 million.

Navigos Group is a US-invested brand owned and operated by Management Consulting Group Ltd, a British Virgin Islands company. It’s main focus is providing human resources services in Vietnam, and investing of local well-known websitevietnamworks.com. According to the Group’s information, about 900,000 people have accessed to this website for job vacancies.

Indochina’s managing director Tung Kim the most important factors luring fund’s capital are rapid growth of Navigos, and the success of the above-named job website.

BVI-controlled Group also plans to list on the local bourse and launch an Initial Public Offering by 2010. Some years ago, Navigos Group’s shares have fetched at the price of US $2.5 per one from US $0.01.

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.

TSX Venture Exchange has accepted for filing documentation concerning the Share Purchase Agreement between Centrasia Mining Ltd, its BVI-domiciled subsidiary Magellan Holdings Corp., and Stargate Solutions Ltd. Pursuant to this Agreement, Centrasia will purchase all the issued and outstanding shares of R.P.I.M. Minerals Ltd. (RPIM). This Cyprus company, in its turn, is the full owner of a Russian company, ZAO “Rudprominvest” (RPI). At closing of the deal, the shares of RPIM shall be transferred to the BVI-based Magellan Holdings.

Under the Share Purchase Agreement, the considerations payable by Centrasia Mining Ltd. to Stargate Solutions will include the Cash Purchase Price in the amount of US$12,500,000, of which US$6,000,000 is payable at closing of the Acquisition; and the Consideration shares of the issuer in the amount of 12,500,000, to be issued on Closing, which will be subject to the Escrow Agreement.

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.

The Canadian company Dynasty Gaming, Inc. has informed on 7 November that it proposes to undertake a non-brokered private placement of up to 10 million units at a price of C$0.50 per unit, for gross proceeds of C$5 million. Each unit will consist of one common share and one common share purchase warrant which will enable the holder to acquire one additional common share at a price of C$0.75 per share, for a period of two years.

The net proceeds of this proposed private placement will be used to secure an 87.5% ownership stake for Dynasty Gaming in Dynasty Limited, a company newly incorporated in the British Virgin Islands to own and manage Dynasty’s Mahjong marketing, operations and prepaid card activities in China. The remaining 12.5% interest in DNY (BVI) Ltd. will be owned by a company controlled by Angela Ho and Peter Kjaer, who intend that the initial capitalization of the BVI company will be US$2,500,000.