SYNDICATION BOND - July 2008

Preliminary Introduction

The innovation is to work in virtual partnership with our clients, establishing entities that will participate to the acquisition of shares of a Public Company.

Each entity is expected to be a US corporation to comply with the regulation of US Public Companies. The Public Company has the purpose of developing a feasible project. The fact that shareholders of Public Company are from US (corporation) is of essence to control a public company. Moreover, the promoters of the project are duly established in their original countries, therefore, the interest of the Public Company is directly protected where the project is implemented and managed; the presence of the Public Company is not limited to a short or long term since the entity may be perpetual.

The Public Company will seek and collect the necessary amount on the basis of a Syndication Bond operation. The Public Company will release funds to each shareholding company, on the basis of participation to the Public Company and request.

Advantages are several. This preliminary presentation is to anticipate some of the most interesting aspects:

ü       Even very small projects can be financed, being part of a larger proposal

ü       Any advantage coming from managing and receiving funds from and as a US company (i.e. fiscal aspects)

ü       Shareholder’s project is part of the project of the Public Company, which will pay funds as they become available

ü      Since funds are managed by the Public Company on the basis of a Syndication Bond, each funded project is engaged in repaying the received principal within a maximum term of 25 (twenty-five) years.

The following paragraph is dedicated to the description of the applicable cost of participation to the financial engineering structure, and the list of advantages and rights that are linked to joining a Public Company.

The applicable costs are calculated on the basis of factors such as:

ü     requested amount

ü     proposed project

ü     capital asset

ü production cost for documents and presentation, as well as the incorporation and establishment of the applicable services in USA 

 Your duties: 

·         Agreement of Participation in original, duly signed

·         Original documents, in English, describing the project and the client, in hard copy and on CD-ROM, as per the following list:

1.       Project Summary including requested amount, currency, location, financial overview commenting on historic profitability where appropriate, projected profitability, key personnel, and a brief introduction about the aim of the project.

2.     Feasibility Study

3.    Full resumes and signed asset and liability statements for all equity holding directors.

4.       For existing businesses, 3 years audited accounts with management accounts up to the last quarter.

5.       Three years projections or longer if appropriate.

6.       If the applicant is to be a limited company we will require a copy of the certificate of incorporation and a copy of the memorandum and articles of association.

7.       All relevant additional information, i.e. planning permissions, patent licenses, technical specifications, registration certificates, plans, valuation reports, photo etc.

·         Payment of the agreed funds as per the table below.

Our duties: 

·         Verification and registration of the signed forms

·         Establishment of the necessary US corporation or similar entity

·         Full assistance in acquiring shares of a US Public Company

·         Elaboration of the program and preparation of the Syndication Bond structure as per the agreed terms and conditions: establishment of the necessary company/ies. Marketing production and completion of the printing material. 

Always remember that International Bancorp of Commerce, Inc. is not only your consultant but virtually one of your partners. We will work side by side during the entire period of preparation, which will require up to 120 days from the date of completion of the agreed payments and documentation submittal. Additional time is required and to be considered for the public entity to start collecting funds from investors. International Bancorp Of Commerce, Inc. is confident that the details introduced will not be disclosed to unauthorised parties and, even if to be considered as a preliminary approach, its salient details will remain as described in respect of our clients’ requests and motivations. 

Please, consider the above table to calculate the applicable fees and costs. They are all-inclusive and one-time; no hidden fees will be applied, at any stage during the entire procedure, unless the client applies for additional services not included in the Syndication Bond proposal and not regulated by the Agreement. Furthermore, the Client is aware that will receive a US bond with face value corresponding to the exact paid “membership” amount only, please, note Membership Amount Only. The bond will be deposited into a US account opened in the name of the US corporation within a maximum timeframe of 60 days from receipt of the agreed payment in full. The bond maturity date will reflect the term of the Agreement.