Xie Zhongyu - [email protected]

[AlanJones]

From: Xie Zhongyu - [email protected]
Reply-to: [email protected]
Other Emails: [email protected], [email protected], [email protected] & [email protected]
Tel. No.: +855236363746

Investement Partnership (Zhongyu)

i am Xie Zhongyu,
No.1080 Beijing Fortune Building
No.11 Dong San Huan Chaoyang District,
Beijing, 100004, China
China National Offshore Oil Corp
E-mail: [email protected]
E-mail: [email protected]
offical Email [email protected]
Website: http://en.cnooc.com.cn/data/html/englis ... l_198.html

Dear Valued mate,

I humbly implore for your utmost consideration, as this mail demands your proposition of my expected investment in your country under your committal assistance.I am xie zhongyu, one of the Outside Director (IMDB) of China National Offshore Oil Corp.,(CNOOC).In an open mindset, I deliberately writing you to negotiate my suggestion for Joint Venture investment of company with you in your country, if you consensually accept my bid for this gesture, Then I will be moved to equip you with the appropriate details of my intended investment options and finances towards all legal procedures. moreover, I want every of my co-operation with you to be carried out legally and in transparent manner.

Respectfully,
Xie Zhongyu
Outside Director CNOOC

[AlanJones]

From: xie zhongyu - [email protected]

Dear XXX.

Thank You for your timely response. I purposely and personally contact you, as I am interested for a credible and fruitful business relationship with you. I hope you would acknowledge our business cooperation with the best of your understanding. I need your collaborative partnership to invest with you in your country also I would like us to have a very intellectual and comprehensive discussion regarding the investment plan and further details. I received you product pictures very interesting I will also appreciate to invest with you.

I am pleased to let you know that I have acquired a very extensive portfolio which is impressive and indeed a great asset from the oil and Gas sector, and it takes special dedication, commitment and perseverance to acquire or to get through such a demanding course of work, I decide to settle down to get on with my private life and investment with your cooperation and we can have a mutual joint agreement on the shares for the investment dividends. This is my personal business cooperation with you and of a very confidential nature and not involving my entire company China Petroleum.

I have the available fund for the investment which I believe with this amount we can do a lot and my definite reason for investing in a foreign country is considering my position with the China Petroleum, the commitments and the confidentiality of our cooperation, so I would not invest such a larger scale of business and money here in order to protect my reputation. I hope you can understand my position. Having this established in your country we both can maintain equal rights in our business cooperation as shareholders. I have no problem with that in as much as we abide by the obligation.

I have the following ideas for this investment:
1. Real Estate Business: Apartment/building, Hotels with modern facilities.
2. Cement Plant/Industry (Manufacturing and supply)
3. Fuel/gas Stations in different cities, regions/locality, Biofuels, etc.
*****
Let me know if you have any experience in the above sectors. Another Option is this: I may be interested to invest in your present company as a shareholder, or we may set up a separate Joint Venture company.

If you consider my ideas to be viable and profitable in your country, or you have other ideas to recommend, Please advise so we may have a particular focus and proceed with every other formalities for the investment accomplishment.

Looking forward to hearing from you for a mutual cooperation.

Thanks
Mr. Xie Zhongyu

Header Analysis Quick Report
Originating IP: 103.253.182.186
Originating ISP: Viettel (cambodia) Pte., Ltd
City: Phnom Penh
Country of Origin: Cambodia
* For a complete report on this email header goto ipTRACKERonline

[AlanJones]

Dear XXX.

Thanks for your prompt message, your prompt explanation of business guidelines are so much interesting, I really appreciate your good understanding to assist in this project, I will like to give more information about this project fund, this is over invoice made during our supplies of oil pipeline to government of Cambodia oil Projects, I need to move the fund into your account for self-keeping and investment this is our first step, before we start to study our investment plans.

I will be very happy to explain to your more in confidence concerning my personal security and reputation in China, today I am very careful of myself and business transaction because the law of China government, I do every business secret without mentioning of my name, I hope you know much about Chinese politician Bo Xilai scandals, for this reason I have to be very careful of who I am dealing with.

We can invest the fund in your country with joint venture to a profitable project of your choice or anywhere you think that is more secure for my security, I am also preparing MOU that will guide us legally for mortal trust. Once you agree to assist me to move the fund into your account, I will guild you with evidence of fund deposit certificate for claims, the fund was deposited with Security firm in Cambodia.

All is legal and legitimate so don’t be afraid of anything because the security firm in Cambodia will send you all documents of investment fund transfer immediately we complete the remittance. Please keep this strictly confidential to protect my image, fill your information to enable proceed with the next step.

Full Name_____________________________
Full Address ____________________________
Age _________________________________
Country________________________________
Occupation____________________________
Private Mobile Phone _________________________

looking forward to hearing from you for a mutual cooperation

Thanks
Mr. Xie Zhongyu

[AlanJones]

Dear XXX,

Thanks for your message, I will send you copy of the Memorandum of Understanding for you to view and sign to enable us proceed, I will also send you application form which you will fill and send to the bank in Cambodia for approvals and remittance of investment to your account.

I appreciate your understandings to handle this joint venture in good manner, once the fund is transferred I will prepare to visit your country for investment plan.

Thanks
Mr. Xie Zhongyu

[AlanJones]

Dear XXX

Thanks for your prompt message and good information you have provide, today I am fully convince to work with you for a successful project, I have no more fear to give you project procedures.

I want to use your name and company account to move this fund out as investment beneficiary for reality the payment will be made into your account through CIMB Bank Kingdom of Cambodia

Please confirm immediately if you receive the memorandum of understandings for guideline and trust, go through the Memorandum view and amend where you fill for correction and sign return signed copy to me for my signatures and stamps. I will like to receive a copy of your international passport for identification purpose.
Once I hear from you again I will send you a copy text of application which you will fill and send to CIMB Bank Cambodia for approvals and remittance of fund into your account.

Thanks and your prompt mail and keep strictly confidential of this project.

Mr. Xie Zhongyu,

[AlanJones]

The MOU

CONFIDENTIAL & PRIVILEGED

JVA JOINT VENTURE AGREEMENT

THIS JOINT VENTURE AGREEMENT (The "AGREEMENT") is made on the 12th Day of September 2014 between the following two parties:

XXX of XXX on his own behalf hereinafter referred to as Party "A"

-And-

Mr. Xie Zhongyu a Citizen of No.1080 Beijing Fortune Building No.11 Dong San Huan Chaoyang District, Beijing, 100004, China Hereinafter referred to as Party "B"

Party "A" and Party "B" maybe hereinafter referred to individually and indistinctively as Joint Venture and jointly as Joint-Ventures.

PREAMBLE:
WHEREAS the parties hereto have, after several consultations with each other shown the intention to co-operate with each other and enter into a Joint Venture relationship for credible and fruitful businesses upon the terms and conditions herein contained.

AND WHEREAS pursuant to the aforesaid intention of the parties hereto they propose to procure the formation of one or more Joint venture Company (ies) in Seoul, Korea (the "JVC") which would have all together an authorized capital of $15,000.000.00 (Fifteen Million United States Dollars only) (hereinafter, the "Equity")

AND WHEREAS Party "B" proposes to entrust the fund amounting to $15,000.000.00 (Fifteen Million United States Dollars only) (the "Business Fund") to Party "A" for the purpose of Joint venture partnership in a profitable ventures as provided herein

CONFIDENTIAL & PRIVILEGED


AND WHEREAS Party "A" having the necessary expertise and contacts to invest the Equity in private investment ventures, has mutually agreed to undertake investment of the said fund in a secure and profitable manner

NOW THEREFORE in consideration of the foregoing and the mutual covenants and promises contained herein, the parties agree as follows:

ARTICLE 1: PURPOSE
The joint Ventures (Party A & B) hereby form this joint venture to acquire and hold the business interest in common, which shall be funded entirely by Party "A" who shall provide the finances required for its ventures shall own equal right in their cooperation as shareholders in equity.

The Parties hereto agree that fore with upon the execution of the AGREEMENT, the JVC will be equally owned by Party "A" and Party "B", and so the Party "B" should join to the JVC as soon as possible. Till the Party "B" joins the JVC, Party "A" must take full responsibility of the JVC. Any loss and profit resulting from the JVC will be shared equally by Party "A" and Party "B".


ARTICLE 2: ACQUISITION OF BUSINESS INTEREST
2.1. Party "A" is authorized to acquire and to hold JVC in his own name, but on behalf of both parties (Joint Venture of which the Party "B" is a one part of) for the business interest.

ARTICLE 3: FUND FOR INVESTMENT
3.1. Party "B" shall arrange to provide the business Fund to the Party "A" by wire transfer or any other means suitable for both parties as provided in section 5.1. Which fund shall be invested in accordance with the direction of the Party "A"

3.2. Party "A" is fully responsible to undertake the necessary proceeding to move the investment fund from the said country of deposit to their proposed country of investment in a secured and confidential means.

ARTICLE 4: ORIGIN OF THE FUND
4.1. Party "B" guarantees that the Business Fund is generated from commercial contract activities on Oil and Gas portfolio and they are from non- criminal origin.
4.2. The said funds are on deposit with the CIMB Bank Phnom Penh Cambodia in Escrow Coded Account Name: Mr. Xie Zhongyu- are freely available for transfer through the normal banking channels for the purpose of their deposit with any reputable bank with good credit rating and /or their eventual investment in a series of projects.

CONFIDENTIAL & PRIVILEGED

ARTICLE 5: CONTROL AND SECURITY OF FUND

5.1. Part "B" undertakes the transfer of US$15,000,000.00 to the account of

The Party "A- Account Name:………………………………………………………………………………….

Beneficiary Account Number:…………………………………………………………………………………

Bank Name:……………………………………………………………………………………………………………

Branch/Address:……………………………………………………………………………………………………

Swift:……………………………………………………………………………….....................................................

5.2. Until invested in the Equity of the JVC, Party "A shall always maintain the Business Fund in designated bank accounts with major international banks.
5.3. The fund marked for investment transactions shall always remain fully secure and without any risk of speculation and under signatory control of the Party "A" until the Party "B" decides to join the company or take away his due share as specified in the JVA.
5.4. In order to enable the Party "A" to select the most suitable investment venture and to commit fund to facilitate profitable investment transactions, the Party "A" shall have unrestricted control of the fund, he is empowered to transfer the fund to different bank accounts at his discretion provided the signatory control always remains with the Party "A"
5.5 Party "A" shall have full account and signatory power over the Business Fund. Party "A, as a courtesy will keep Party "B" informed in writing of any investment opportunities prior to making any investments
5.6. Party "B" agrees to maintain the record ownership of the JVC for a minimum period of 5 continuous years.
5.7. Each party agrees to give due notice of 12 months to each other in writing to take away or transfer the shares enabling the Business Fund sufficient time to
recall or realize the short and long term investments made in the interim period.
5.8. Until such time for which Party "B" can join the company, Party "A" shall full control of the account and signatory power over the business fund. After Party "B" joins the company all such transactions will be jointly controlled by Party "A" and Party "B" as signatories to all concerned bank accounts.

ARTICLE 6: INVESTMENT VENTURES
6.1. Party "A" is fully empowered to identify investment ventures and commit the business fund for investments wherein the business fund shall be fully secured and which shall return high rates of profit.
6.2. The proposed investment ventures are of private and confidential nature and therefore the parties actually conducting the investment purpose transactions, the bank which will be holding fund for such investment purpose and all other details on the investment transactions shall remain confidential and proprietary to the Party "A" such confidential information shall only be divulged to the Party "B

CONFIDENTIAL & PRIVILEGED

ARTICLE 7: INVESTMENT PROFITS & SHARE RATIO
7.1. The beneficial interests of each party in the net profits of the JVC as they accrue shall be the following:

NAME OF JOINT VENTURER PROPORTION

XXX 50%

Mr. Xie Zhongyu 50%


Party "A" shall distribute the net profits derived from the JVC in the proportions set forth above. The proceeds derived from any liquidation of the Business fund or any of the JVC shall also be distributed in the proportions set forth above.

7.2. Party "B" hereby agrees that Party "A" will be allocated 10% of the total business fund to for her financial reward against facilitating and commitment and willingness to undertake the control of the investment on behalf of Party "B". Party "A" has the full right to withdraw the said 10% from the investment fund once the total amount of the investment fund is credited in her bank account.

7.3. The parties agree that a further 5% on the investment fund shall be used by Party "A" to fund the incorporation of the JVC and the expenses of the JVC.

7.4. Party "B" hereby agrees the remaining sum of US$14,250.000.00 shall remain in the custody of Party "A" for the purpose of all other investment in JVC under the direction of Party "A".

7.5. Party "A" under the principals of utmost good faith and trust hereby promise that upon the receipt of the said investment fund, that he must abide by the sharing ratio as stated above.

7.6. Both parties should always stand for each other's or as brother's keeper in other words, render assistance if need be.

ARTICLE 8: EXPENSES OF VENTURE:
8.1. All losses and disbursements incurred by the Party "A" in acquiring, holding and protecting the business interest and the net profits shall be deducted from the said investment fund by the joint ventures, on demand of the Party "A".

ARTICLE 9: EXECUTION OF THE JVA:
9.1. Each of the parties to the JVA represents that it has full legal authority to execute this JVA and that each party is to abide by the terms and conditions as set for herein. Any modifications or changes to this JVA shall be made by mutual consent and in writing and execute by both parties, which shall be attached to the original JVA as an addendum.

CONFIDENTIAL & PRIVILEGED

9.2. Once Party "B" joins with Party "A" in the JVC, both Parties shall execute all necessary deeds of conveyance which shall be subject to all applicable formalities in Switzerland, as applicable to perfect the assignment of record of 50% of the equity in the JVC from Party "A" to Party "B"
9.3. This JVA shall be binding on and ensure to the benefit of the parties hereto, their heirs, successors, administrators, companies, attorneys and assigns.

ARTICLE 10: ARBITRATION AND ATTORNEYS FEES.
10.1. The joint ventures agree that they shall first try to settle any controversies amicably.
10.2. The joint ventures agree that any dispute, claim or controversy concerning this Agreement or the termination of this Agreement or any dispute, claim or controversy arising out of or relating to any interpretation, construction, performance or breach of this Agreement shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by three arbitrators appointed in accordance with the said Rules.
10.3. The arbitration proceeding shall be conducted in Chinese, and in the English language.
10.4. The arbitration panel may grant injunctions or other relief in such dispute or controversy. The decision of the arbitration panel shall be final, conclusive and binding on the parties to the arbitration. The joint Ventures will pay the costs and expenses of such arbitration in the manner established by the acting arbitrators. Each Joint Venture shall separately pay its own counsel fees and expenses, where applicable.

ARTICLE 11: ASSIGNMENT OF INTERESTS.
11.1. If any of the parties of the JVA wish to take or sell their share to the other party, the buying party should allow a period of three months to settle, selling or buying respective share must be mutually agreed upon.
11.2. In the event of the remaining party not wanting to purchase the shares of the party interested in selling, a third party acceptable to the remaining party should be introduced and the sale negotiated by mutual consent and agreement.

ARTICLE 12: CONFIDENTIALITY.
12.1. The Parties agree that the JVA is private and confidential and neither the contents shall be divulged nor copies circulated to any third parties not involved in the transaction under this JVA.




ARTICLE 13: COMMUNICATION.
13.1. All communications and notices relation to arising of this JVA shall be sent to the respective addresses of each party. A facsimile communication shall be considered original and binding.

CONFIDENTIAL & PRIVILEGED

IN WITNESS WHEREOF, the parties have consciously and willingly put their respective signatures the day and year first hereinabove written for the purpose expressed herein and of sound mind and under no constraint or undue influence.
The Parties by signing the present document agree to abide fully by its contents. This document will become legally binding and come into force upon its signature by both parties.
This agreement is executed in two counterparts and each such counterpart shall be deemed an original Agreement for all purposes; provided that no Party shall be bound to this agreement unless and until all parties have executed a counterpart. For the purposes of assembling all counterparts into one document, the Parties are authorized to detach the signature page from one or more counterparts and after signature thereof by the respective Party. Attach each signed signature page to a counterpart.


Signature and date: Signature and date:



______________________________________ ___________________________________
XXX Mr. Xie Zhongyu

Party “A” Part “B”


WITHNESS:


__________________________________________________________

I, hereby state that the both parties had handled this deed in good faith, I confirm the genuineness of their signatures

[AlanJones]

Dear XXX,

Thanks for your mail, the next stage to be taken in this transaction for success is to write an application and email it to the bank's Foreign Operations manager Mr. Watanan Kirawat

Please find underneath my name the draft of the application you have to write and send to the bank. Go through this application very well, re-write it, making sure it is very neat, sign it and then send it to the bank's Foreign Operations Manager's direct email, attention it to Mr. Watanan Kirawat

Please get me informed as soon as you send the application. Once I complete signing of MOU because my lawyer in Cambodia will legalize the MOU in Cambodia high court so that I will send copies back to you,

I Wait to hear from you

Best Regards
Mr. Xie Zhongyu
___________________________________________________________________________________

(THE DRAFT OF THE APPLICATION)

Full Name: ____________________
Your Address: ____________________
Occupation: _________________________
Age: _________________________________
Your Tel: ______________________________
Email: ____________________________

TO: The Foreign Operations Manager
CIMB BANK CAMBODIA
216 Preah Norodom Blvd, Phnom Penh Cambodia.
Telephone +855236363746
E-mail: [email protected]
Attn: Mr. Watanan Kirawat

Application of Fund Transfer of US$15,000.000.00 (Fifteen Million United States Dollars) Investment Fund Deposited by Mr. Xie Zhongyu Coded Account N°: 85741270076 BILL No: ICB/UL/-118/WB-NL-014-1007

I ____________________________as the New Beneficiary with contact details as above written on this 14th September 2014 , hereby apply for transfer as new beneficiary to Mr. Xie Zhongyu Fund of US$15,000.000.00 (Fifteen Million United States Dollars) to be paid and transferred into my new account as legally agreed.

Destination Bank Information
Bank Name_____________________
Bank Address___________________
Beneficiary Name________________

Account Number___________________

Swift Code________________________

This is the money left behind in your bank by Mr. Xie Zhongyu on a coded account and it is by virtue of my being the new beneficiary to submit this application.

Please accept this application I hope you will expedite action.

Thank you very much. I anticipate your cooperation in this matter.

Sincerely Yours, (Your name and signature)

[AlanJones]

From CIMB BANK CAMBODIA - [email protected]

Attn: XXX
XXX
XXX

We acknowledged the receipt of your application for investment fund
transfer, we hereby advice that you read attachment file and response
accordingly for the processing of your fund transfer.

We anticipate your prompt response.

Yours Faithfully
Mrs. LEE MOON
(Secretary Foreign Remittance)

[AlanJones]

Sir,

Please update me with all your communicate with CIMB Bank Cambodia for my advise.

[AlanJones]

An email to the bank email address [email protected] failed, but revealed its final destination [email protected].

[AlanJones]

Sequence to your prompt message, we advise that you provide your personal
information to enable us proceed with your investment fund transaction
immediately.

Your full name:
Your full address:
Date of birth:
Country of Origin:
Company Name:
Occupation:
Office Phone:
Mobile phone:

Bank name:
Bank address:
Account No:
Account Name:
Swift Code:
Total Amount to transfer:

Complete this necessary information immediately for more payment procedures.



We anticipate your prompt response.

Yours Faithfully
Mrs. LEE MOON
(Secretary Foreign Remittance)

[AlanJones]

We write to acknowledge the receipt of your application applying new
beneficiary claims of $15,000.000.00 (Fifteen Million United States
dollars) investment fund deposited by Mr. Xie Zhongyu in escrow coded
account no: 85741270076 Bill No: ICB/UL/-118/WB-NL-014-1007

CIMB Bank Cambodia management and board of directors have observed and
send your application to our legal department for verification, therefore
you are request to forward copies front page of your international
passport or driving license for more identification also fill our official
Fund Application Form and return a copy with your passport to enable us
update you with remittance procedure.

Management Remittance Department will notify you with normalization
processing once the legal department confirms your application treasured.

Thanking you for your understanding and co-operation.



Yours Faithfully
Mrs. LEE MOON
(Secretary Foreign Remittance)

[AlanJones]

Dear XXX,

how are you today i hope that all is well with you, dear for a long time i have not heart from you please update me now as soon as you read this mail

thanks