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Discussed the registered capital payments with the SAIC, Bank of China (as
the beneficiary bank where our account is maintained and where capital
verification is conducted), given that RSB has been dissolved already in the
US (and therefore unable to make the payment in its own name to BHR) but it
is still recorded as the registered shareholder of BHR in China with the
SAIC, we will need to first proceed with the shareholder amendments and then
have each new shareholding entity (i.e., Ulysses, Skaneateles and Thornton)
make remittances on their own behalf. In this case, we will make the loans
once the amendment process has been completed (to avoid unnecessary
interest).


In the future, please don’t cancel or de-register or change the name of
your entities without letting us know first.


Thanks


Xin


发件人: xin.wang [mailto:xin.wang@bhrpe.com]
发送时间: 2017年9月5日 12:07
收件人: 'James Bulger' <jbulger@thorntonai.com>; 'Devon Archer'
<devon@dodsondiversified.com>; 'Eric Schwerin'
<eschwerin@rosemontseneca.com>; 'Hunter Biden' <hbiden@rosemontseneca.com>
抄送: ''Jason Zhu' ' <jason.zhu@bhrpe.com>; '''Felix Yu 余飞强' ' '
<felix.yu@bhrpe.com>; 'Jonathan Li 李祥生' <jonathan.li@bhrpe.com>; 'YE
Tong' <tong.ye@bhrpe.com>
主题: registered capital payments


Jimmy, Devon and Eric,


Attached is an excel spreadsheet of BHR’s registered capital situation,
Columns F and G show respectively the outstanding amount in RMB and USD from
each shareholder, “Column I” shows the amount of loan to be made to your
respective entities (which includes a 3% upwards fluctuation in the exchange
rate), I need your assistance on the following:


1. please provide the bank account into which the loan is to be
transferred with all the wire transfer details,


2. Devon and Eric, your situation is slightly more complicated, we
will transfer the loan amount to your respective accounts (so there is a
funding trail to evidence the loan) but I will need Eric to forward the
money to Devon so that Devon can make a consolidated transfer on behalf of
both Ulysses and Skaneateles but under the name of Rosemont Seneca Boahi,
LLC (this is because RSB is still the registered shareholder with the
Chinese authorities, otherwise, the bank cannot process the incoming
transfer as BHR’s registered capital)


3. Devon / Jimmy, when you make the transfer to BHR, the sender MUST
BE the same shareholder as that is currently registered with the Chinese
authorities, i.e.,


a) Thornton Group LLC (for Jimmy)


b) Rosemont Seneca Bohai, LLC (for both Ulysses and Skaneateles)
(Ulysses and Skaneateles’ registered capital must be sent together under
the Rosemont Seneca Bohai, LLC name)


4. Upon receipt of the full amounts, we will undergo the required
“registered capital verification” and then we will process the split of
shareholding into Ulysses and Skaneateles when we file for the shareholding
amendments with the SAIC (State Administration of Industry and Commerce)


Xin