FULL CORPORATE OFFER (FCO)

"Off Market of Gold Bar {AU Metal)"

PARTY A (Seller)
Corporate Name: IMI

Company Reg/No:

Business Address:

Represented By:
-
Title:

Passport No:

Bank

Address

Account Name

Account Number

Bank Officer Name

Bank Officer Tel/Fax

Bank Officer Email

Swift Code

-and-
PARTY B (Buyer)
Corporate Name: NOTA ENERGY RESOURCES SDN. BHD.

License Number 1024435-A

Business Address: 57 & 57/1,JALAN TU3, TAMAN TASIK UTAMA, 75450 AYER KEROH, MELAKA, MALAYSIA.

Represented By: DATUK JOSEPH WONG

Title: Director

Passport No: A5641S745 (Malaysian)

Bank RHB BANK BERHAD

Address 2, JALAN LAGENDA 2, TAMAN 1 LAGENDA 75400 MELAKA

Account Name NOTA ENERGY RESOURCES SDN.BHD

Account Number 65407700001057 (Multi Currency Account)

Bank Officer Name Vivian Guee

Bank Officer Tel/Fax +606 281 7880 (T) / +606 281 7842 (F)

Bank Officer Email vivian.guee@rhbgroup.com

SWIFT CODE RHBBMYKLXXX

I, Mr. -- , duly representing ---- ------, a legal entity incorporated in Thailand under Registration Number
01(-- and operating from our business address located at Bangkok 10520 Thailand, and acting
in our corporate capacity as the Seller's Mandate hereby confirm and guarantee with full legal responsibility
under penalty of perjury that we have been granted by the legal Owner to sell and deliver the commodity as
stipulated herein this Full Corporate Offer (FCO). With full corporate authority and legal responsibility under
penalty and perjury, we, the undersigned, are Ready, Willing and Able to enter into this FCO, under the following
terms and conditions as details in Transaction Procedure items for the sale of the commodity described
hereinafter:

DESCRIPTION
Commodity Physical Gold Bullion Bars (AU Metal)
Product Form 1Kg (circa 32.15ozt) each bar from meeting GLD Standard specification
Fineness (Purity) 999.5% or better to 1000
Hallmark Internationally Acceptable Hallmark (Perth Mints)
Age Assayed Certificate less than Five (5) years
Packing Standard Pallet
Origin South Africa/ Thailand
Current Location Thailand
Port of Loading FOB - Thailand
Destination
Delivery
Insurance
Total Quantity Twenty (20) Metric Tons with Rolls and Extension
First Tranche Twenty (20) Metric Tons (20,000kgs) of 400 kgs. (Each box containing 400
gold bars) Minimum proof of funds confirmation is strictly required.
Duration 30 calendar days
Price Calculation L.B.M.A. 2nd fixing of delivery date less net to b u y e r
Discount Gross: Seven percent (7%)
 Test Tranche One (1) Metric Tons (1,000kgs) (without export permit documents)
Proof of Funds Conditionals Bank Confirmation letter (BCL) / Bank Statement / Tear
Sheet Standby Letter of Credit (SBLC) via bank-to-bank basis through
both bank officers at verification appointment fixed.
Payment Bank-to-Bank / Ledger-to-Ledger same day value according to Final Assay Report
Blocked Funds After physical inspection and blocked before moving from the warehouse
Inspection At Private Security Warehouse, Thailand
Currency All valuation and payment as part of this transaction shall be calculate in
United States Dollars (USD)

Transaction Procedure – Terms and Conditions

1. Upon accepts the draft FCO via return signed and initial back to the seller, FCO to be issued
according to the Buyer’s detail to sign.
2. Upon receives the signed FCO then fixing the meeting to finalize all agreement the Sale and
Purchase Agreement (SPA) to fill all necessary information including the banking detail to sign
and seal. The Parties shall execute the transaction according following procedure, which thereby
becomes a full commercial recourse contract.

3.Verification Appointment (their respective bank officers will be taken after submitted this
Agreement on both banks)
The Seller’s Bank Officer (SBO) will contact the Buyer’s Bank Officer (BBO) via bank secured and
communication to confirm this Agreement has indeed been lodged in accordance of call the
transaction procedure, its terms and conditions acknowledge the existence of the ongoing transaction
indicating Transaction Reference Number:
• Confirmation all of unclear information, for all matters explained verbally between the SBO and
BBO confirms their clients: Buyer’s financial capital for the face value of the first shipment for the
transaction, and Seller’s gold existence will be sold under the seller’s name transferable and
exportable.
• Confirmation of the Parties is fully accepted and agrees to proof their capable for the completion
of this transaction via Ledger-to-Ledger and/or Bank-to-Bank basis with bank responsibility due
diligent and will be performed between both bank officers.

NOTE: This Agreement shall be deemed to have defaulted and be immediately terminated if the BBO
fails to receive/return the call of the SBO within two (2) banking day.

Verification Clearance the SBO and BBO agrees to exchange the Proof of Funds (POF) and Proof of
Product (POP) on first tranche against Transaction Reference Number:
on specific matter such as:

•The BBO shall confirm the availability funds for face value of the first shipment of Twenty (20)
Metric Tons and total amount of One (1) thousand, two hundred million United State Dollars (USD
1,200,000,000.00) in confirmation by Bank Confirmation Letter (BCL) and/or Bank Statement and/or
Tear Sheet and/or Standby Letter of Credit (SBLC) are Irrevocable condition full bank responsibility in
Favor of the Seller’s account at HSBC-Headquarter, Hong Kong.

• Within Three (3) banking hours (nearly simultaneously) of Proof of Funds (POF) positive
confirmation, the SBO shall confirm the first shipment of gold bars under the seller’s name by
certified copy of Keeping Receipt and copies of all relevant documents individually stamp by SBO
being sold and confirming that the gold commodity delivery.

a. SBO and seller will same day do necessary arrangements for physical inspection Proof of fund
provided from BBO (buyer’s bank officer) needs to be confirm by both and within conjunction) the
corresponding bank in Thailand prior to visit the Seller’s Security Private Warehouse location in
Thailand for presentation and explanation in detail together with full package of original certificates
and product documents by the warehouse manager.
Upon the Parties fully accepts and agrees by signature, the seller/warehouse Manager team will
organize the first shipment of physical gold bars commodity of twenty (20) metric tons together with
relate documents together with the buyer team for physical inspection.

The Seller requires to Blocked Funds by SWIFT MT760 and/or other adequate bank instrument
accepted by the parties jointly calculation and fix indicating Transaction Reference Number:
to cover the purchase the first shipment quantity of twenty (20) Metric
Tons of physical gold bars (AU Metal) guaranteeing any damage of physical inspection and payment
defaulted.

b. Physical Inspection Acceptance the successful of physical inspection chosen by the buyer
acceptance via randomly selected, non-destructive chemical and/or spectrograph inspection and
visual inspection of all parts (to verify the purity, weight, hallmark, age and serial number and
documents listed) and/or smelting and/or fire assay (the quantity of smelting and fire assay must use
the refinery export permit of refinery) All inspection cost and charges by the buyer independent. The
seller’s security team will be present at all times, the seller accepts the physical inspection by melting
at local the buyer’s appointed refinery. (Less than 20 metric tons delivery without export
documentation)
The Parties accept the physical inspection by the final assay certificate (in document list) and/or fresh
assay report receipt acceptance and acknowledge by the party signatures

Delivery Document
The Seller shall authenticate, deliver the commodity accompany all documents and
ownership transfer each tranche of physical gold bars (AU Metal) in accordance with
international law by following documentation and certificates shall be identified the
transaction reference number indicating in this agreement.
• Certificate (s) of Origin.
• Certificate of LEGAL Ownership.
• Export Permit and License.
• Certificate of deposit by Security Private Warehouse Keeping Receipt.
 • International Accepted Assay Certificate less than Five (5) years.
• Commercial Invoice / Four (4) originals.
• Packing List.
• Certificate of weight list describing each bar: serial number, fineness 999.9, raw and weight 1kg.
• Custom, Duties and Taxes clearance payment receipt.
• Declaration and description of boxes quantity weight list each shipment transaction. Buyer Initial:
• Declaration that gold bars are free and clear of all liens and encumbrances and freely tradable and
exportable and are non-criminal origin.
• Resource confirmation issued by the government of exportation.
a. Seller will be able to arrange the legal permission for air cargo landing and taking off correctly by
the rules of Thailand aviation until the buyer’s logistic transport safely leaves from Thailand
territory.
b. Goods are free and clear of all liens, mortgages, and encumbrances of any nature, not of terrorist
or criminal origin with documentation declaring the same.
c. Guarantee the commodity exportable and liftable without any restrictions to any countries.
d. Storage charges covering for 15 calendar days counting from the date of physical inspection act.
e. Inland transportation and packing, upload including security team under the seller responsibility,
and any cost of delivery per FOB – Thailand conditions.
f. Seller guaranteeing the air cargo safely leaves Thailand airport and ports.
g. Minimum quantity strictly requirement 20MT delivery together with full package of documents,
certificates including export permit and license.
h. Full payment release against title of ownership transfer.
The delivery of commodity will be following the schedule listed of Appendix-B in this agreement.
The Buyer will be responsibility all costs of assaying, re-melting, refinery, air cargo, ship, and logistic
company to transport from Thailand to the buyer’s designated country airport/port.
i. Payment Full-Payment equal to Eighty eight percent (88%) with Irrevocable conditions by SWIFT
MT103 for each successive shipment quantity that shall be reflected in the final commercial invoice
to the seller’s nominated bank account against title ownership transfer.
j. The subsequence tranches, rolls and extensions will be repeating until the contractual quantity
exhausted shall be considered if the first tranche successful.
k. Rolls and Extensions are determined by the Seller and Buyer agreement at TTM. l. The procedure
shall be repeated (subject to storage availability) as the sole discretion of the seller, until all of this
contract quantity of gold bars exhausted within 300 days.
m. The transaction valid Ten (10) banking days from the date of Sale and Purchase Agreement “SPA”
and will be automatically terminated of procedure outline in Article 3.4 Section 3 is failed

CONFIDENTALITY / IMPORTANT
The transaction is Private Treaty / Off Market: subject to the Agreement. This agreement is
intellectual property of. . and observe strictly the law of Hong
Kong (if) any parties using this agreement personally to present as the seller/mandate. This
agreement truly issues via this email:
IN WITNESS OF THE FOREGOIN. The parties are Ready, Willing, and Able to enter immediately this
Full Corporate Offer (FCO) into the respectively bank commits to being confirmed the Terms and
Conditions are acceptable and agreeable, and integral by the parties herein accurate and true. I
confirm to close immediately according to schedule date.

This Full Corporate Offer (FCO) indicating Reference Number: contains

Eight (8) pages will be automatically terminated within Ten (10) Banking Days without any response
and acceptance with signature, passport copy from the buyer returns to the seller/mandate

This Agreement shall be effective commencing upon execution of same herein have duly executed
this Agreement through their duly Authorized signatories under seal as of the

NOTE: - Accept 1 MT minimum quantity for test smelting inspection

Penalty Clause: Buyer acknowledges that a mutual penalty amount equivalent to One percent
(1%) of the total cost of one tranche of the gold at LBMA second fix is payable by the defaulting
party as compensation for damages which the innocent party has suffered. All cost/expenses
incurred by involved parties, including travelling, rooms & board…act. shall be compensated
and covered from this penalty amount.

NOTICE:
The Seller requires The Buyer to pay the bank lodging fees, which Amount to EURO 25,000.00 the
fee shall be paid to the Seller during the official signing. A fee receipt will be issued as proof of
payment with the collar passport of the seller. This fee shall be refunded in full by the seller on
the Buyer ability to confirm the proof of funds in positive to the seller ‘s bank officer.

$250,000 USD Deposit will be transferred immediately for usage of the Export license up to 4
times.
SELLER ACCEPTANCE BUYER ACCEPTANCE

Signature Signature

SELLER NAME: BUYER MANDATE NAME:

PASSPORT NO:
RESIDENT IC::
COUNTRY:
COUNTRY:

SELLER MANDATE ACCEPTANCE BUYER MANDATE ACCEPTANCE

Signature Signature

SELLER MANDATE NAME: BUYER MANDATE NAME:

PASSPORT NO: PASSPORT NO:
COUNTRY:
COUNTRY:
 SELLER Resident Identity Card

SELLER WARRANTY

I, acting on behalf of the Owner, confirm with full corporate authority that the Owner is
Ready, Willing and Able to enter into a contract (a Contract Agreement "FCO") to sell the AU
according to the specifications, procedures, terms and conditions. Herein, which are
acceptable and agreeable are signed.
 BUYER Resident Identity Card

BUYER WARRANTY

I, acting on behalf of the End Buyer, confirm with full corporate authority that the End Buyer is
Ready, Willing and Able to enter into a contract (a Contract Agreement “FCO”) to buy the AU
according to the specifications, procedures, terms and conditions. Herein, which are acceptable
and agreeable are signed.

***END-OF-DOCUMENT ***