Contract No.
:
Date of execution: 07
Place of execution: KUALA LUMPUR, MALAYSIA Formatted: English (United States)
BUSINESS PARTNERSHIP CO-OPERATION VIA GPI CONTRACTAGREEMENT
Contract No.: 20200107-DCL-MBKL
This Partnership agreement on investment and financial co-operation (hereinafter referred to as the “Agreement” No.: to volume
Formatted: of Left: 0.06", Right: 0"
Indent:
investments €5,000,000,000.00 (FIVE BILLION EURO) are into this 20th February 2020, by and between the following parties:
Formatted: Font: Bold
This Contract is signed and entered into force on this by and between:
The company, DISRUPTIVE CONSULTING LIMITED, a legal entity organized and existing under the laws of UNITED KINGDOM, registration
number 9161335 having registered office at: Suite 16, Beaufort Court, Admirals Way, London E14 9XL UK, represented by: MR. GARY
ANTHONY SUKHRAM.
hereinafter referred to as the “Party 1” or “Buyer”, on the one hand
PARTY A
COMPANY NAME: Formatted Table
COMPANY ADDRESS:
COMPANY REG. NO: Formatted: English (United States)
REPRESENTED BY: Formatted: English (United States)
PASSPORT No:
Formatted: English (United States)
DATE OF ISSUE:
DATE OF EXPIRY: Formatted: German (Germany)
COUNTRY OF ISSUE: Formatted: English (United States)
BANK NAME: Formatted: English (United States)
BANK ADDRESS:
Formatted Table
ACCOUNT NAME:
Formatted: English (United States)
IBAN (EUR):
BIC / SWIFT CODE: Formatted: Font: (Default) Calibri
hereinafter referred to as the “Party A” or “Investor”, on the one hand Formatted: English (United States)
and Formatted: Font: (Default) Calibri
Font: (Default) Calibri
MR. AZIM BIN ABDUL RAHIM holding Malaysia Passport No._________, operating on the basis of the Charter, Formatted:
hereinafter referred as the
“Party 2” or “Partner”,PARTY B Formatted: Font: (Default) Calibri, English (United States)
COMPANY NAME: CHINA MICRO INTELLIGENT ELECTRICAL LIMITED Formatted: Normal (Web), Indent: First line: 0.09"
FLAT/RM B07, 23/F, HOVER INDUSTRIAL BUILDING, NO. 26-38, KWAI Formatted: Font: (Asian) Chinese (PRC)
COMPANY ADDRESS:
CHEONG ROAD, HONG KONG
Formatted: Font: (Default) Calibri, English (United States)
COMPANY REG. NO. 1332858
REPRESENTED BY: MR. XIANG JINCHAO Formatted: Normal (Web), Indent: First line: 0.09", Pattern:
Clear (Custom Color(RGB(244,244,244)))
PASSPORT No: G31876348
Formatted: Font: (Asian) Chinese (PRC)
DATE OF ISSUE: 27 NOV 2012
DATE OF EXPIRY: 26 NOV 2022 Formatted: Font: (Default) Calibri, English (United States)
COUNTRY OF ISSUE: CHINA Formatted: Normal (Web), Indent: First line: 0.09"
BANK NAME: INDUSTRIAL AND COMMERCIAL BANK OF CHINA (ASIA) LIMITED Formatted: Font: (Asian) Chinese (PRC)
BANK ADDRESS: 1/F JD MALL, NO. 233 NATHAN ROAD, JORDAN, KOWLOON, HONG KONG Formatted: Normal (Web), Indent: First line: 0.09", Pattern:
ACCOUNT NAME: CHINA MICRO INTELLIGENT ELECTRICAL LIMITED Clear (Custom Color(RGB(244,244,244)))
ACCOUNT NO. 718530007331 Formatted: Font: (Asian) Chinese (PRC)
BIC / SWIFT CODE: UBHKHKHH
Formatted: English (United States)
GPI SWIFT CODE:
Formatted: Highlight
BANK OFFICER: HU WEN HAN, MICHAEL
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1
Party 1Party A Party 2Party B
Contract No.:
Date of execution: 07
Place of execution: KUALA LUMPUR, MALAYSIA Formatted: English (United States)
BANK TEL: +852 21895588
CORRESPONDENT BANK (EURO) INDUSTRIAL AND COMMERCIAL BANK OF CHINA LIMITED, FRANKFURT Formatted: Font: (Default) Calibri, English (United States)
SWIFT CODE: ICBKDEFF Formatted: Normal (Web), Indent: First line: 0.09", Space
ACCOUNT NAME: INDUSTRIAL AND COMMERCIAL BANK OF CHINA (ASIA) LIMITED After: 3.75 pt
IBAN: DE 2650 1102 0070 0047 0101 Formatted: Font: (Asian) Chinese (PRC)
hereinafter referred as the “Party B” or “Partner”. Formatted: Font color: Red
Formatted: Font: (Default) Calibri, English (United States)
Formatted: Normal (Web), Indent: First line: 0.09"
The Contract hereby spells out the basic understanding that the Parties will team in their effort in order to accomplish the objectives
Formatted: Font: (Asian)ofChinese
the (PRC)
Parties hereto and to obtain profits.
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Formatted: Font: (Default) Times New Roman, 12 pt, Not
1. SUBJECT OF THE CONTRACT Bold, (Asian) Chinese (PRC)
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Party 1Party A, the BuyerInvestor under the Present Contract have agreed to appoint Party 2Party B, the Partner to perform the sourcing
and supply of software and other intellectual property, especially in high technology sectors like Biotechnology, Fintech, IT and Energy
on behalf of Party 1Party A.
The Parties will use their opportunities and jointly carry out commercial, financial, investment and other activity profitable for both Parties.
For implementing each kind and direction of activity, the Parties will involve funds, warranty, capacities, Formatted:
real estate, technological
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development, auxiliary structures, licenses and patents, commercial and scientific ideas, know-how, and also money resources and other
assets owned by both Parties and third persons-both natural and legal.
As to each activity direction or each specific transaction conducted by the Parties on joint basis within the framework of this
Formatted: Font:Contract
Not Italic the
Parties will issue the relevant Appendix to this Contract that will determine the subject of such transaction, as well as the Parties' rights and
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obligations, distribution of profit and other essential parameters associated with the Parties' relationship as to such specific transaction.
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Business partners of the Parties hereto may include industrial companies, firms, financial corporations and international organizations.
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2. THE OBLIGATIONS OF THE PARTIES Formatted: Font: Not Italic
The Parties shall:
- exchange the information available to them, for their mutual in interests.
- enter into additional agreements or addendums under each joint project, program, transaction executed within the framework of this
Contract
- execute the mutual orders and orders by each other on the subject of their mutual activity on priority and favorable terms;
- use their opportunities, efforts and means., as well material, technical, financial, intellectual and other resources on t he basis of the
appropriate agreements to be entered into, or addendums agreed upon by the Parties within the framework of this Contract.
- regularly, however no less than once a month, make a mutual report on results of their activity done hereunder
3. TAXES
Each Party shall bear responsibility for tax payments in association with their actions within the framework of this Contract , and/or Additional
Agreements and Protocols in accordance with the laws of the countries where such activity is being carried out. It us expressly agreed that
neither Party makes any representation regarding tax payment, conditions under the Contract.
4. ASSIGNMENT
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2
Party 1Party A Party 2Party B
Contract No.:
Date of execution: 07
Place of execution: KUALA LUMPUR, MALAYSIA Formatted: English (United States)
No modification that has not been provided by this Contract shall be made during the whole effective period of this Contract without special
written consent by the Parties signatories to this Contract.
5. NON-CIRCUMVENTION AND NON-DISCLOSURE
The Parties in recognition of their legal responsibility under this Contract shall spread the same to their respective heirs, assigns, successors,
associates, employees, agents, principals, and legal representatives and expressly agree that all information concerning in a ny respect,
related to transaction under this Contract, as well as Contracts and Protocols entered into within the framework of this Contract shall be
confident without limitation under each paragraph of this Contract.
In this connection the Parties unconditionally agree that they shall not, without the prior written consent of the Party prov iding information,
disclose or otherwise transfer to any third persons the information received from the other Party as to owners, assets, sellers, buyerInvestors,
investors, lenders, borrowers or other sources of financing, as well as disclose names, firm titles having property rights, titles, ad-dresses,
telephones/faxes or other data associated with banks, codes or any other information stated confidential by other Party.
The Parties further unconditionally agree that they shall not circumvent, avoid or obviate each other, either directly or indirectly, shall not
avoid to effect payments or commissions and shall not establish direct contacts, to the exclusion of the other Party, with an y corporation,
trust, partnership, individual or legal entity revealed to either Party through the other Party in the field of loans, property collaterals, as well
as performance of financial agreements or any other transactions conducted in association of this Contract or any renewal, ex tension,
amendment, new contracts/agreements or parallel contracts/agreements or assignment of third Party.
The Parties consider themselves as bound by the international non-disclosure and non-circumvention covenants as set out by the
International Chamber of Commerce, Paris, France (edition 500).
6. BANK REQUISITES
The Parties will inform each other about Banks, their requisites and Bank officers involved in the specific transactions within the framework
of the Agreements and Protocols to this Contract.
In no event shall there be any communications with Banks without prior written consent by the Parties hereto. Establishing an y unauthorized
communications with Banks will result in cancellation of this Contract and indemnity for losses incurred.
7. BREACHES
Should an action undertaken that poses a breach of the provisions hereof, and the material of such breach has been proved, th e breaching
Party agrees to pay all reasonable attorney's fees and other expense that the damaged Party has suffered. All disputable issues shall be
resolved through negotiation.
8. JURISDICTION AND ARBITRATION
Should all alternatives for resolving the disputes through negotiation be through, the Parties hereby agree to submit these t o the Arbitration
Court of the of the in accordance with their respective rules, regulations and policies.
9. WARRANTIES AND INCENTIVES
The Parties to this Contract hereby state and declare that this Contract has been voluntarily by each Party, free from any un due influence,
coercion or misrepresentation of any kind.
10. CORRESPONDENCES
All notifications under this Contract shall be made in English in writing, and can be exchanged by e -mail.
In special cases the documents will be certified notarized.
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Party 1Party A Party 2Party B
Contract No.:
Date of execution: 07
Place of execution: KUALA LUMPUR, MALAYSIA Formatted: English (United States)
11. PENALTY SANCTIONS
In case of non-fulfillment by the Parties of their liabilities under the present Contract, the guilty Party unconditionally compensates to t he
affected Party all damages, direct and indirect expenses.
12. GENERAL PROVISIONS
The present Contract can be signed by e-mail. Copies signed by e-mail have the power of original till hard copies be exchanged. All
notifications, information and communication, pursuant to this Contract, can be done by fax, or e -mail, unless otherwise provided for herein,
with the subsequent granting of the originals or notarized made out copies.
In this contract, the English language is the main and decisive issue in disputes.
13. FORCE MAJEURE
The Parties hereto shall not bear liability for any failure to perform their obligations under this Contract, if same relate to Force Majeure
Provisions as stated by the International Chamber of Commerce, Paris, France, latest edition.
14. ENTIRE CONTRACT
The signed Contract includes 10 pages and has been signed on each page hereof. No oral representations, warranties or statements to third
persons shall have any legal force and effect if not provided by this Contract.
15. EXECUTION OF CONTRACT
TRANSACTION TYPE Formatted Table
FIRST TRANCHE
FURTHER TRANCHES
TOTAL AMOUNT
PAYMENT METHOD
NOTE
If necessary for carrying out during a life of the joint programs of the Party open in banks joint accounts and for managemen t of these
accounts appoint responsible persons on one from each Party, thus in banks copies of the given Contract and all Appendices and Additions
to it are transferred.
First tranche will be THREE HUNDRED THOUSAND EURO, and following tranches will be at the discretion of Party 2
The undersigned signatories of this Contract hereby state and warrant that they are personal and legally authorized representatives of their
respective legal persons, and in conformity with their respective authorities have the right to sign this Contract.
This contract is drawn up in English, will be signed by e-mail and will enter into force on July 1st 2019. The term of this agreement is two
years and can be automatically extended for the same term, unless one of the party objects in writing.
16. PARTIES LEGAL ADDRESSES AND BANK REQUISITES Formatted: Font: 10.5 pt, English (United States)
Formatted: Font: 10 pt
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Party 1Party A Party 2Party B
Contract No.:
Date of execution: 07
Place of execution: KUALA LUMPUR, MALAYSIA Formatted: English (United States)
PARTY 1
COMPANY NAME: DISRUPTIVE CONSULTING LIMITED Formatted: English (United States)
COMPANY ADDRESS: SUITE 16, BEAUFORT COURT, ADMIRALS WAY, LONDON E14 9XL, UK Formatted: English (United States)
COMPANY REG. NO: 9161335
REPRESENTED BY: GARY ANTHONY SUKHRAM
PASSPORT No: 544876948
DATE OF ISSUE: 30.06.2017
DATE OF EXPIRY: 30.06.2028
COUNTRY OF ISSUE: UK
BANK NAME: DEUTSCHE BANK AG
BANK ADDRESS: CHARLOTTENSTRAßE 40 WILHELMGALERIE, 14467 POTSDAM, GERMANY
ACCOUNT NAME: DISRUPTIVE CONSULTING LIMITED
IBAN (EUR): DE10120700700220052063
BIC / SWIFT CODE: DEUTDEFFVAC
PARTY 2 Formatted Table
REPRESENTED BY: MR. AZIM BIN ABDUL RAHIM Formatted: German (Germany)
ADDRESS:
PASSPORT No:
DATE OF ISSUE:
DATE OF EXPIRY:
COUNTRY OF ISSUE: MALAYSIA
BANK NAME: MALAYAN BANKING BERHAD (MAYBANK)
BANK BRANCH MID VALLEY
LOT NO. GE-016, GROUND FLOOR, MID VALLEY MEGAMALL, MID VALLEY CITY, Formatted: Font: Calibri, English (United States)
BANK ADDRESS:
LINGKARAN SYED PUTRA 59200, KUALA LUMPUR, MALAYSIA.
ACCOUNT NAME: AZIM BIN ABDUL RAHIM
ACCOUNT NO. 16240 50 75733
BIC / SWIFT CODE: MBBEMYKLXXX
GPI SWIFT CODE: MBBEMYKL
BANK TEL: +60 (3) 22820098 /8969
167. SIGNATURES OF THE PARTIES
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Party 1Party A Party 2Party B
Contract No.:
Date of execution: 07
Place of execution: KUALA LUMPUR, MALAYSIA Formatted: English (United States)
FOR AND ON BEHALF OF THE “PARTY A /INVESTOR FOR AND ON BEHALF OF THE “PARTY B / PARTNER Formatted Table
DISRUPTIVE CONSULTING LIMITED CHINA MICRO INTELLIGENT ELECTRICAL LIMITED
REPRESENTED BY: REPRESENTED BY: MR. XIANG JINCHAO
PASSPORT NO: PASSPORT NO: G31876348
DATE OF ISSUE:
FOR AND ON BEHALF OF THE “PARTY 1 /BUYER DATE
FOR OFON
AND ISSUE: 27.11.2012
BEHALF OF THE “PARTY 2 / PARTNER Formatted Table
DATE OF EXPIRY
DISRUPTIVE CONSULTING LIMITED DATE MR.
OF EXPIRY 26.11.2022
AZIM BIN ABDUL RAHIM Formatted: Font: (Default) Calibri
PLACE OF ISSUE PLACE OF ISSUE CHINA
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DATE: DATE: 20.02.2020 Horizontal: Left, Relative to: Margin, Vertical: 3.6", Relative
to: Page, Horizontal: 0.13", Wrap Around
Formatted: Font: (Default) Calibri
REPRESENTED BY: GARY ANTHONY SUKHRAM REPRESENTED BY: MR. AZIM BIN ABDUL RAHIM Formatted: English (United States)
PASSPORT NO: 544876948 PASSPORT NO: Formatted: Font: (Default) Calibri, 10 pt
DATE OF ISSUE: 30.06.2017 DATE OF ISSUE:
Formatted: German (Germany)
DATE OF EXPIRY 30.06.2028 DATE OF EXPIRY
PLACE OF ISSUE UK PLACE OF ISSUE MALAYSIA
DATE: 07.01.2020 DATE: 07.01.2020
Formatted: Font: 10 pt
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Party 1Party A Party 2Party B
Contract No.:
Date of execution: 07
Place of execution: KUALA LUMPUR, MALAYSIA Formatted: English (United States)
PASSPORT PARTY 1PARTY A
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Party 1Party A Party 2Party B
Contract No.:
Date of execution: 07
Place of execution: KUALA LUMPUR, MALAYSIA Formatted: English (United States)
CERTIFICATE from REGISTRY AGENCY
PARTY 1PARTY A
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Party 1Party A Party 2Party B
Contract No.:
Date of execution: 07
Place of execution: KUALA LUMPUR, MALAYSIA Formatted: English (United States)
PASSPORT PARTY 2PARTY B Formatted: English (United States)
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Party 1Party A Party 2Party B
Contract No.:
Date of execution: 07
Place of execution: KUALA LUMPUR, MALAYSIA Formatted: English (United States)
COMPANY INCORPORATION CERTIFICATE - PARTY B
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10
Party 1Party A Party 2Party B
Contract No.:
Date of execution: 07
Place of execution: KUALA LUMPUR, MALAYSIA Formatted: English (United States)
SENDER 1 – 2.5% ( TWO POINT FIVE PERCENT) OF PAYMENT OF INVESTMENT FACE VALUE, I.A.,INCLUDING
ROLLS AND EXTENSIONS TO BE FORWARD TO THE FOLLOWING ACCOUNT
BANK NAME:
BANK ADDRESS:
ACCOUNT NAME:
ACCOUNT NUMBER
BIC / SWIFT CODE:
BANK OFFICER:
BANK OFFICER TEL №:
SENDER 2- 0.5% ( ZERO POINT PERCENT) OF PAYMENT OF INVESTMENT FACE
VALUE, I.A.,INCLUDING ROLLS AND EXTENSIONS TO BE FORWARD TO THE
FOLLOWING ACCOUNT (CLOSED)
INTERMIDIARY BANK
SWIFT CODE
BENEFICIARY BANK
ADDREAS
ACCOUNT NAME
ACCOUNT NUMBER
SWIFT NO.
RECEIVER 1 - 1% ( ONE PERCENT) OF PAYMENT OF INVESTMENT FACE VALUE, I.A.,INCLUDING ROLLS AND
EXTENSIONS TO BE FORWARD TO THE FOLLOWING ACCOUNT (CLOSED)
BANK NAME:
BANK ADDRESS:
ACCOUNT NAME:
ACCOUNT NUMBER
BIC / SWIFT CODE:
BANK CODE
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Party 1Party A Party 2Party B
Contract No.:
Date of execution: 07
Place of execution: KUALA LUMPUR, MALAYSIA Formatted: English (United States)
RECEIVER 2 - 2% ( TWO PERCENT) OF PAYMENT OF INVESTMENT FACE VALUE, I.A.,INCLUDING ROLLS AND
EXTENSIONS TO BE FORWARD TO THE FOLLOWING ACCOUNT
BANK NAME:
BANK ADDRESS:
ACCOUNT NAME:
ACCOUNT NUMBER
BIC / SWIFT CODE:
BANK OFFICER:
BANK OFFICER TEL №:
RECEIVER 3 - 10% (TEN PERCENT) OF PAYMENT OF INVESTMENT FACE VALUE, I.A.,INCLUDING ROLLS AND
EXTENSIONS TO BE FORWARD TO THE FOLLOWING ACCOUNT
BANK NAME:
BANK ADDRESS:
ACCOUNT NAME:
ACCOUNT NUMBER
BIC / SWIFT CODE:
BANK OFFICER:
BANK OFFICER TEL №:
*** END OF DOCUMENT***
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Party 1Party A Party 2Party B