Friday, September 30, 2011

China Security & Surveillance Technology, Inc. to sign merger agreement with BVI company

China Security & Surveillance Technology, Inc., the company providing integrated surveillance and safety solutions in China, announced that at the annual meeting of the company its stockholders voted in favor of the proposal to adopt the previously announced Amended and Restated Agreement and Plan of Merger by and among the British Virgin Islands company Rightmark Holdings Limited, a Delaware corporation Rightmark Merger Sub Limited, which is wholly owned and direct subsidiary of the BVI company, and by China Security and Mr. Guoshen Tu. Pursuant to the Plan of Merger, BVI company's subsidiary will be merged with and into China Security, which will remain as a wholly owned subsidiary of Rightmark Holdings Limited.

The result of the merger is China Security becoming a privately held company, and its common stock would be delisted from the New York Stock Exchange.

Tuesday, September 20, 2011

Blue Zen signs LOI with BVI-registered mineral exploration company

Blue Zen Memorial Parks Inc., a company that specializes in the investment, development and management of real estate developments in China, signed a Letter of Intent with International Natural Resources Ltd., a mining company incorporated in the British Virgin Islands. Under the terms of the LOI, which was signed by the companies with respect to the business of copper and gold mineral exploration and development, Blue Zen Memorial Parks will purchase from the BVI-registered International Natural Resources the controlling shares of Edge Brilliant Holdings Ltd., a company also incorporated in the British Virgin Islands, in exchange for 22,500,000 of its common shares.

Edge Brilliant Holdings is in the process of acquiring up to 80% in AIM Co., which, in turn, holds all the rights, licenses and permits related to the business of mineral exploration and development in Mongolia and in the other countries.

The closing of the Proposed Transaction is intended to occur on or before February 29, 2012. Closing of the Transaction will be subject to, among others, the signature of a definitive agreement between Blue Zen and the BVI company, and the obtaining of all requisite regulatory and shareholder approvals, all consents and approvals to the change of control of EBH and AIM Co.

As a result of the closing of the Proposed Transaction, it is expected that Blue Zen will have 58,901,420 shares issued and outstanding, of which Blue Zen's public shareholders will hold 13,901,420 shares (23.6% of the total shares).

Thursday, September 8, 2011

Goldbard received TSXV approval for its Business Combination with the BVI company

Goldbard Capital Corporation, which in June entered into an arm's length Business Combination Agreement with the British Virgin Islands-registered company Eco Oil & Gas Ltd., announced that it has received conditional approval for this business combination from the TSX Venture Exchange.

Under the terms of the business combination, the BVI company will, subject to certain conditions, become a wholly owned subsidiary of Goldbard. This business combination will constitute a reverse takeover of Goldbard.

Closing of the business combination is expected to occur after the receipt of Goldbard shareholder approval, which is being sought at a special meeting of the shareholders to be held on September 26, 2011.

Tuesday, August 30, 2011

Russian steel company acquired full stock of the BVI company

OJSC Magnitogorskiy Metallurgicheskiy Kombinat (MMK), which is one of the largest world steel manufacturers leading in Russia's iron and steel industry, became the owner of 100% of shares of Great Plans Company Limited, incorporated under the British Virgin Islands law. The statement regarding the establishment of the affiliated company and in respect of termination of the basis of control over the company was issued on August 5, 2011.

The assets of OJSC Magnitogorskiy Metallurgicheskiy Kombinat in Russia are a large iron and steel complex that encompasses the entire production chain. MMK produces a great variety of metal products with prevalence of greatest added value. In 2010, MMK produced 11.4 million tons of steel and 10.4 million tons of finished metal products.

Monday, August 22, 2011

Aventura Resorts enters into merger with BVI-based Interich International Ltd

Aventura Resorts, Inc. announced the change of name to Borneo Resource Investments Ltd., as part of reverse stock split and merger. After the name change, Borneo Resource Investments will implement a 1:100 reverse stock split of its common stock and will issue one share of common stock for every 100 common shares owned before the reverse stock split, and will have 3,167,269 shares outstanding before the merger.

Also, following the reverse stock split, a wholly-owned subsidiary of Borneo Resource Investments will enter into a merger with the British Virgin Islands-registered Interich International Limited, which has been granted exclusive exploration and development rights for up to 6,000 hectares of a coal reserve in Indonesia. As a result of this transaction, the BVI company will receive 60,178,073 shares of Borneo Resource Investments common stock and will be the owner 95% of the outstanding common stock.

After the merger, the BVI company will become a subsidiary of Borneo Resource Investments. Before the merger, officers and directors of Borneo Resource Investments will resign, and the president of Interich International Limited will be appointed as the CEO of Borneo Resource Investments.

Friday, August 12, 2011

Global Pharm Holdings Group completed acquisition of BVI company

Global Pharm Holdings Group, Inc., China-incorporated growing vertically integrated pharmaceutical company engaged in distribution of pharmaceutical-related products through its subsidiaries in Anhui, Jilin and Shandong provinces, announced that in the beginning of August it entered into a share purchase agreement with each of eight shareholders, and completed the acquisition transaction. Pursuant to the acquisition agreement, the sellers agreed to sell and the company agreed to purchase 50,000 ordinary shares in the British Virgin Islands-registered company Pacific Asia Pharm Investment Group Co., Limited, which represents the entire issued share capital of Pacific Asia Pharm.

The consideration for the sale shares is US$42,000,000, to be paid in full by Global Pharm by issuing the consideration shares to the sellers within 90 days after the closing date (as defined under the acquisition agreement). The number of the consideration shares to be issued to the sellers shall be equal to US$42,000,000 divided by the fair market value of Global Pharm's issued and outstanding common stock. With the completion of this acquisition, the BVI company becomes a wholly owned subsidiary of Global Pharm Holdings Group.

On the date of the acquisition agreement, Global Pharm and the sellers also entered into a share pledge agreement pursuant to which the sellers pledge 10% of the consideration shares to Global Pharm.

The BVI-registered Pacific Asia Pharm is the owner of 100% equity interest of Hong Kong Rich Fortune Chain Drugstores Assets Management Co., Ltd., a HK company who owns 100% equity interest of Guangzhou Hairui Xiexin Investment Consulting Co., Ltd.

Tuesday, August 2, 2011

Shionogi signs share purchase agreement with BVI company

Shionogi & Co., Ltd., based in Osaka, Leo Star Development Limited, the British Virgin Islands-incorporated company, which is the largest shareholder of the China-based Singapore listed company, C&O Pharmaceutical Technology (Holdings) Limited, incorporated in the Bermuda Islands, and Gao Bin, executive director, vice chairman and general manager of C&O Pharmaceutical Technology Limited, have entered into agreement. By terms of this agreement, Shionogi will acquire 160, 312, 000 shares of C&O, out of 193, 480,000 C&O shares held by Leo Star and Gao Bin. This makes about 24.17% from 29.17% of the total shares issued in C&O and held by the BVI company and executive director of C&O.

After the transaction, Shionogi will conduct a general offer with an intention to make C&O into Shionogi's subsidiary. Total consideration for the transaction and the general offer is expected to be approximately S$219 million at the offer price of S$0.50 for each C&O share.

Gao Bin will remain as executive director, vice chairman and general manager of C&O, and will continue to hold his remaining about 5% of the total shares issued in C&O indirectly, through the BVI-registered Leo Star. Also, Shionogi intends to jointly operate C&O with Sumitomo Corporation, which holds about 29% of C&O shares.

C&O Pharmaceutical Technology (Holdings) Limited manages a group of companies engaged in R&D, manufacturing, import and distribution of pharmaceuticals products in China.

Monday, July 18, 2011

Emerging Metals announced completion of investment of its BVI-based associate

British Virgin Islands-incorporated company Emerging Metals Limited, engaged in the industry of minor metals and rare earth elements, announced that the agreement by Ferrum Resources Limited, which is its 37.23 per cent associate and a private company established in 2010 in the BVI, to subscribe for new shares in CMC Guernsey Limited, constituting 63.53 per cent of its issued shares for a cash consideration of US$13.5 million, has completed.

After regulatory approval of Cameroon, approving the transfer of shares to CMC Guernsey, has been received, CMC Guernsey owns six iron ore licenses in Cameroon, through a 95 percent owned subsidiary. These licences comprise six permits for the exclusive rights to explore for iron ore and related substances. The licences were granted in September-October 2010, and are valid for three years.

By words of Stephen Dattels, Co Chairman of Emerging Metals, “The investment by Ferrum in CMC Guernsey is a very positive development for the Company and Ferrum.”

Tuesday, July 5, 2011

BVI-registered Eco Oil & Gas Ltd entered into agreement with Goldbard Capital Corporation

Goldbard Capital Corporation, a publicly traded company listed on the TSX Venture Exchange and pursuing exploration and development opportunities within the resource sectors, announced some time ago that it has entered into an arm's length binding Business Combination Agreement with the British Virgin Islands company Eco Oil & Gas Ltd., focused on oil and gas exploration projects in Africa. After the business combination, which will constitute a reverse takeover of Goldbard under the exchange policies, Eco will become a wholly owned subsidiary of Goldbard.

Pursuant to the agreement, Goldbard formed a new corporation Goldbard Resources Inc., which is a wholly-owned subsidiary of Goldbard and is incorporated under the law of BVI, for the purpose of amalgamation with Eco.

Upon the combination of Eco Oil & Gas Ltd. and Goldbard Resources Inc., holders of ordinary shares in the capital of Eco will be entitled to get 1.25303867 Consolidated Shares for each one Eco Share. The foregoing Consolidated Shares will be issued at a deemed issuance price of US$0.50 per share.

Upon closing of the reverse takeover, Goldbard will issue 45,360,000 Consolidated Shares to the holders of Eco shares and replacement warrants to holders of Eco Warrants that entitle them to acquire 3,759,116 Consolidated Shares.

At the meeting of shareholders of Goldbard, shareholders will be asked to approve a continuance of Goldbard to British Columbia, and a change of the Resulting Issuer's name to "Eco (Atlantic) Oil & Gas Ltd."

Tuesday, June 28, 2011

China Security & Surveillance Technology to continue private transaction with BVI company and its subsidiaries

China Security & Surveillance Technology, Inc. (CSST), China-based company providing integrated surveillance and safety solutions, received an approval notice from the Dubai Financial Services Authority for its application for a waiver from the provisions of the DFSA Takeover Rules Module.

The company applied for the waiver in order to proceed with the going private transaction contemplated by the Amended and Restated Agreement and Plan of Merger with the following companies: the British Virgin Islands-registered company Rightmark Holdings Limited, which is the wholly owned subsidiary of another BVI company, Intelligent One Limited, wholly owned by CSST's chairman and CEO Mr. Guoshen Tu; and Rightmark Merger Sub Limited, Delaware-incorporated company wholly owned by the BVI-based Rightmark and Mr. Guoshen Tu.

The waiver will remain effective provided that the company's common stock remains suspended from trading on Nasdaq Dubai. CSST's common stock has been suspended from the official list of Nasdaq Dubai since May 22, 2011, after the company had notified in writing of its intention to voluntarily delist its securities. It is expected to be completely delisted on or about July 21, 2011.

Monday, June 13, 2011

Goldbard Capital Corporation announced business combination with BVI company

The TSX-listed company Goldbard Capital Corporation entered into an arm's length binding Business Combination Agreement with Eco Oil & Gas Ltd., a non-reporting issuing company domiciled in the British Virgin Islands. Under the terms of this agreement, Eco Oil will become a wholly owned subsidiary of Goldbard, subject to a number of conditions. The business combination will constitute a reverse take-over of Goldbard under the policies of the exchange.

Pursuant to the agreement, Goldbard formed a new corporation for the purpose of amalgamating with the BVI-registered Eco Oil. As a condition of the transaction, Goldbard will hold shareholders meeting to approve the RTO pursuant to the rules and policies of the Exchange. Shareholders will also be asked to approve a consolidation of the common shares of Goldbard on the basis of 2.5 old shares for 1 new share, and to approve a continuance of Goldbard to British Columbia, and a change of the Resulting Issuer's name to "Eco (Atlantic) Oil & Gas Ltd.".

Goldbard Resources Inc. is a wholly-owned subsidiary of Goldbard, also incorporated under the British Virgin Islands law.

Upon the combination of Eco and Goldbard Resources Inc., holders of ordinary shares in Eco capital will receive 1.25303867 consolidated shares for each share of the BVI company, at a deemed price of US$0.50 per one consolidated share.

Upon closing of the RTO Goldbard will issue 45,360,000 consolidated shares to the holders of Eco shares and replacement warrants to holders of Eco Warrants, entitling them to purchase 3,759,116 consolidated shares.

Wednesday, June 1, 2011

SMSA Treemont Acquisition Corp. merges with BVI company

Texas-based SMSA Treemont Acquisition Corp. announced that it had consummated a Share Exchange Agreement with the British Virgin Islands company Xiangrui Pharmaceutical International Limited (XPI) and its sole shareholder.

According to the agreement, SMSA acquired 100% of the issued and outstanding capital stock of XPI from its shareholder, which now owns approximately 93% of the 13,294,500 issued and outstanding shares of SMSA. Additionally, designees of XPI's sole shareholder took director and officer positions with SMSA. SMSA will succeed to the business of XPI and its affiliated companies.

Mr. Guangyin Meng, the new Chairman of SMSA, stated that the transaction has given to the company the access to the U.S. capital markets, with the intent of capitalizing on significant growth opportunities.

BVI-registered XPI, through its operating subsidiaries and VIE relationships, is a producer of pharmaceutical and food-grade refined corn products for the Chinese market.

Wednesday, May 18, 2011

BVI company acquires 700,000 shares of NSGold Corporation

British Virgin Islands-based private corporation Van Hoof Industrial Holdings Ltd. announced that it had acquired 700,000 common shares of NSGold Corporation, at a price of C$0.50 per share, for total consideration of C$350,000, upon the exercise by the BVI corporation of 700,000 common share purchase warrants.

About a year ago, Van Hoof Industrial Holdings acquired the ownership of 9,601,600 common shares of NSGold Corporation, which represented 31.89% of the full stock of its common shares. The common shares acquired on May 16, 2011 represent 2.14% of the 32,712,277 common shares of NSGold Corporation, both issued and outstanding. Upon the exercise of the warrants, Van Hoof Industrial Holdings Ltd. owns and controls 10,833,100 common shares of NSGold Corporation, representing 33.12% of its issued and outstanding common shares, and does not own or control any common share purchase warrants of NSGold Corporation.

Van Hoof Industrial Holdings Ltd. acquired the shares of NSGold Corporation for investment purposes. The British Virgin Islands-based is controlled by Johannes H.C. van Hoof, Chairman and director of NSGold Corporation.

Friday, May 6, 2011

BVI-registered company purchased shares of Armenian network of supermarkets

British Virgin Islands-registered company Viest Assets Ltd. purchased 100% shares of “STAR” supermarkets in Armenia. The BVI company is based on the Armenian capital but the owner of the company is not named.

Previously, one of the main shareholders of STAR have been European Bank of Reconstruction and Development (EBRD) with the share of 28.3%.

According to company's executive director, after re-branding the policy of the company will be changed, particularly the prices and service. The company plans to move from low-price to middle segment, and to open 10-12 new shops of STAR in Yerevan and the surrounding areas.

Currently the network of supermarkets STAR includes 18 shops. Company's turnover in 2010 was 18 billion drams.

Re-branding process will be completed by mid-2012.