Bongran Investment Club Proposed Initiation plan December 5, 2010 BONGRAN INVESTMENT CLUB (BIC) LLC WHAT IS AN INVESTMENT CLUB An investment club (sometimes called a stock club) is comprised of individuals who pool funds in order to make investments that would otherwise be beyond their means. That is, they buy stocks - and in most cases, they research these stocks well. Investment clubs are generally social groups of like-minded people who want to see their money grow. Usually, investment clubs are run in a democratic fashion. Members, as a collective, elect their officers (which usually consist of a president or spokesperson, a treasurer, and so forth). They also vote on stocks, bonds or securities - which they want to purchase, how many they want to buy, whether or not they want to sell, whether or not the interest rate is conducive to a comfortable amount of growth. What is an investment club cont’d • Investment club members delegate who researches which stocks or investment and research can consist of any number of different methods: • All investment club’s membership must all participate in the purchase and sell of investment stakes. • Members will contribute capital (cold, hard cash) on a regular basis. Whether or not this is weekly, biweekly, monthly, bimonthly, or so forth, will depends upon the club rules put in place. BIC STARTUP PROCESS • We will float the idea to the group that may want to be involved in BIC. If you have a definitive game plan and the members on board all share the same goal then you have a much better chance of success. • Choose like-minded investors/members. People who subscribe to the idea behind the investment club RULES AND REGULATIONS • Treasurer and Secretary will need to be formally elected/appointed. This is something we do not want to mess around with and as such it helps to be completely and fully aware of all the laws surrounding this type of activity AREAS OF ACTIVITY • Areas of involvement will be determined by all club members once the threshold capital buildup has been met which allows the club to start exploring investment activities. A few areas that BIC will explore investment opportunities involve (but not limited to) the following: • - Real Estate (property development, land development, etc) • -Contracts • -Supply Agreements • -Transportation • -Brokerage services • -Trading in agricultural commodities such (corn, beans, coffee, cocoa, etc) • -etc INVESTMENT CAPITAL TRESHOLD • - 5,000,000 FRS CFA (five million francs CFA). This is the money we envisage to have as threshold capital before we actually begin to consider projects to invest in. • -Time frame during which we should be able to meet our threshold capital is 18 to 24 months. • -During the initial capital build-up phase we will hold the money in a long term deposit savings account (with highest interest rate). We should explore using credit unions because they offer us a better engines of raising extra capital when we begin investment activities. • -Opt out during the period of initial capital build up is impossible. During the build up phase if a participant should elect to opt out then he has to wait till the time of maturity fixed by the entire club members as period during which no withdrawals can be made. SHARE VALUE • - 10,000FRS CFA PER SHARE SHARE TYPES • We propose that we have the following types of share: • 1) Golden shares held by subscribed members • 2) Ordinary shares held by second parties following purchase from public when floated MEMBERSHIP AND SUBSCRIPTION POLICY • -Membership primarily open to Bongran members in the initial stages • - Signatory and adherence to the rules and regulations of BIC • - Registration down payment of 10,000 FRS CFA • - Annual compulsory share build up of 100,000 FRS CFA MATURITY PERIOD FOR OPT OUT BEFORE INVESTMENT COMMENCEMENT • -Eighteen to Twenty-four months from beginning of scheme. CONFIDENTIALITY AND PROPERTY RIGHTS • All BIC members will be legally bound by confidentiality agreements on all matters related to the strategic thinking of the club, investment opportunities explored and business plans analysis. BIC members may not abuse of the confidence and trust of the group by embarking on activities researched, analyzed and proposed by BIC. • All information of BIC remains privy information and must be treated as such. BIC will establish a legal framework that will allow it pursue any members of third parties in case of abuse of author rights, copy rights or breach of confidentiality clauses as may be dictated by the terms of any collaboration. ENGINES OF RAISING CAPITAL • We will encourage compulsory savings for all BIC members after chopping a njangi session • Constant reminders and encouragement for BIC members to continually prop up their share capital Q&A