Northwestern Enterprises acquires shares of Rio Novo Gold Inc.

BVI company Northwestern Enterprises Ltd entered into binding agreements with two separate sellers, for the acquisition of ownership of an aggregate of 95,480,414 ordinary shares of Rio Novo Gold Inc., in private transactions at a price of US$0.092 per share. The shares will be purchased on or before August 22, 2016, subject to customary closing conditions. The purchased shares represent approximately 63.03% of the issued and outstanding ordinary shares of the company.

Concurrently with the completion of this transaction, BVI company's owner plans to cause 3,557,000 ordinary shares to be transferred from Sercor Ltd to Northwestern (both companies controlled by the same person). This amount represents approximately 2.35% of the issued and outstanding ordinary shares.

After the acquisition and the transfer, Northwestern Enterprises will hold 99,037,414 ordinary shares representing approximately 65.4% of the issued and outstanding ordinary shares of Rio Novo.

China Medical System issued shares to BVI corporation

China Medical System Holdings Ltd. has signed an agreement with its Executive Director Mr. Hui Ki Fat to acquire the remaining 40 per cent stake in Sky United Trading Ltd., by issuing and allotting 263,833 new ordinary shares of US$0.1 each to Archiever Development Ltd., a company incorporated in the British Virgin Islands and wholly owned by Mr. Hui Ki Fat. Currently China Medical System holds 60 per cent stake of Sky United Trading Ltd. through Sino Talent limited.

By terms of the agreement with Mr. Hui Ki Fat, China Medical System Holdings issued the New Shares, representing approximately 0.55 per cent of the enlarged share capital of the company, to the British Virgin Islands company. The remaining 40 per cent shareholding in Sky United has transferred to Sino Talent Limited.

Sky United, a company incorporated in Hong Kong, is mainly engaged in the import of pharmaceutical products into China through Hong Kong.

BVI company Estrella Overseas Limited to be acquired by Everest Ventures Corp.

On March 22, Everest Ventures Corp. entered into a binding letter agreement with a private British Virgin Islands company Estrella Overseas Limited. Pursuant to the terms of the agreement, Everest intends to complete a business combination with Estrella via the issuance of Everest securities for all of the issued and outstanding securities of Estrella. Upon closing the qualifying transaction, the BVI company is expected to be a wholly-owned subsidiary of Everest, and Everest will change its name to Estrella Energy Services Ltd. The transaction is considered to be an arm's length qualifying transaction, as such term is defined under the policies of the TSX Venture Exchange Inc.

Also, Everest plans to complete a non-brokered private placement of US$2.0 million in connection with the qualifying transaction. It is anticipated that, subject to Exchange approval, Everest may pay a commission or finder's fee in connection with the Everest Financing, such fee or commission payable is to be deducted at closing, from the gross proceeds of the Everest Financing.

After the consolidation and assuming closing of the Everest Private Placement, Everest will get 4,000,000 Everest Shares issued and outstanding, options to acquire 180,052 common shares and no other securities exercisable, exchangeable or convertible into Everest Shares. Upon closing of the qualifying transaction it is expected that there will be 95,000,000 Everest Shares issued and outstanding, options to acquire 180,052 Everest Shares and 39,000,000 Everest Warrants.

The transaction between Everest Ventures and Estrella is to be completed prior to June 20, 2010. The Estrella (BVI) Agreement will terminate if all its conditions are not satisfied or waived by July 31, 2010. The Estrella Agreement will also terminate if the parties have not entered into a definitive agreement on or before April 6, 2010.

BVI subsidiary of Shanghai Industrial holdings sells 30.18% stake in food company

Shanghai Industrial Holdings Limited, a HK-based company engaged in the infrastructure, medicine, consumer products and real estate industry, through its wholly-owned subsidiary S.I. Food Products Holdings, Ltd. (SIFP), registered in the British Virgin Islands, has entered into a share transfer agreement with Bright Food (Group) Co. for sale of 30.18% stake in a dairy products manufacturer Bright Dairy & Food Co., Ltd. By terms of the deal, the stake is sold for a cash consideration of US$227.19 million.

This transaction corresponds the objective of Shanghai Industrial Holdings to optimize its asset portfolio by divesting its non-core businesses and concentrating its resources on the core businesses. It would give Shanghai Industrial Holdings an estimated disposal gain before tax of approximately US$121.96 million, which is intended to be used for general working capital purposes and to fund future acquisitions. The China-based Bright Food will pay 50 per cent of the consideration, or US$113.59 million, to a custodian bank account which will be operated jointly by the BVI subsidiary of Shanghai Industrial Holdings or its nominees and Bright Food within three business days after signing of the share transfer agreement.

The offer price of US$0.72 per sale share represents an approximately 95% premium over the book cost of US$0.37 per sale share.

The share transfer agreement is to be executed by the parties involved in the transaction on or before November 30, 2009.