New Email from Stuart (second part)13 Oct 2019 16:23
5. An agreement dated October 15, 2019 the Company and Innovative Medicine Ltd. (“Innovative”) pursuant to which the Company agrees to provide advisory services to Innovative to enable a direct listing on the TSX-V in consideration for of an advisory fee of cash US$130,000 (approx. CAD$171,600) and the issue of US$900,000 in shares (approx. 6,000,000 shares) less than 20% of average trading price post admission in Innovative to the Company (“Advisory Shares”).
6. An agreement dated August 29, 2019, the Company and Innovative Medicine Ltd. (“Innovative”) pursuant to which the Company agrees to provide advisory services to Innovative to enable the establishment of a Luxembourg Securitisation company compartment specific use by Innovative to raise up to €90,000,000 with the first note raising €10,000,000 in consideration of an advisory fees to be satisfied by the issue of 30,000 Common Shares in Innovative to the Company (“Advisory Shares”), Euro €8.700 in cash and Securitisation compartment management fee of 4.2% of value of note issued for the life of the securitisation compartment and company. The Company is not conducting the capital raising rather by introduction to regulated sponsors. No commissions are being charged by the Company on any capital raisings. Each Luxembourg Securitisation companies has seven separate compartments to which a separate illiquid asset can be assigned.
7. An agreement dated October 15, 2019 the Company and Securlinx Biometrics Ltd. (“Securlinx”) pursuant to which the Company agrees to provide advisory services to Securlinx to enable a direct listing on the TSX-V in consideration for of an advisory fee of cash US$130,000 (approx. CAD$171,600) and the issue of US$900,000 in shares (approx. 6,000,000 shares) less than 20% of average trading price post admission in Innovative to the Company (“Advisory Shares”).
8. Escrow Agreement among the Issuer, Capital Transfer and Stuart J. Bromley, Robert Rhodes, Li Hongguang and Terence Larkan made as of August 28, 2019 referred to under “Escrowed Common Shares”.
9. On August 27 August 2019, the Company entered into a relationship agreement with Stuart J. Bromley whereby he agreed that all transactions and relationships between him and his affiliates on the one hand and the Company or any member of the Group on the other will be conducted on terms which allow the Company and the Group to carry on business independently, and all such transactions and relationships will be at arm’s length and on a normal commercial basis. Further he agreed not to exercise, and to procure that his affiliates did not exercise, any voting rights in relation to his interests in Common Shares. The agreement binds him for as long as he and his affiliates respectively together hold five (5) per cent. or more of the issued share capital of the Company.Ian