Aee Ltd Underwriters

RESUME OF

A EFTHYMIOU ENTERPRISES LTD

Dear Sirs,

Incorporated in Nicosia Cyprus under the Companies Act. Cap. 113

Registration Number: E4578 Date of Reg. July 22, 1972

DIRECTORS MANAGERS ADVICERS

1- Andreas Efthymiou (Cyprus)

Certified Int'l Financiers B. Sc. Business Administration

2- Chrysoula Efthymiou Administration –Secretariats (Cyprus)

3- Efthymios Efthymiou (Cyprus)

Mechanical Engineer

Technical Manager

Secretariat Chr. Efthymiou

P O Box 24627 -1302 Nicosia Cyprus

Tel: (00357) 2761090

Fax: (00357) 2761801

Trust Managers A. Efthymiou

Registered Office Them. Dervis Street 43 –1066 Nicosia Cyprus

Headquarters International P O BOX 24627 –1302 Nicosia Cyprus

LAWYERS - Advocates

Haris Tsingis Nicosia Cyprus

Michael Andrianos Athens Greece

Panagiotis Antoniou Thessal Greece

Auditors Rotsas & Co CPA Cyprus

Accountants Nearchos Tsangaris

Advisors Tenths of advisors

AEE LTD GROUP

Trading, Loan, Investment, Business Associates, Managers, Partners

MANAGERS ADVISERS
1- Copy of this document, which comprises listing particulars in relation to AEE LTD ( "the Company") given in compliance with the listing rules made under the Commercial and Financial Services Act, has been delivered to the Corporate General Assembly Share Holders.

2- The Directors of the Company, whose names appear under "Director, Managers and Advisors" accept responsibility for the information contained in the document. To the best of the knowledge and belief of the Directors (who have taken all reasonable care to ensure that such is the case) the information contained in the document is in accordance with the facts and does not omit anything likely to affect the import of such information.

AEE LTD JV PARTNERS
The AEE LTD GROUP in Joint Venture with a number of affiliates and associates Lead an International Group and participate in the international Business World – Wide with REPRESENTATIVE OFFICES, JOINT VENTURE, VENTURE CAPITAL,

SECURITIES, AND GUARANTEES COMMITMENTS
1- Bank of Greece approval
2- Marine Midland Bank Commitment
for $22M
3- Marine Midland Bank Commitment
for $50M
4- Jefferson Bank & Trust Bank
Commitment for $35M
Stand By Letter of Credit
5- L/Credit Referring to P/Notes
6- Bank Confirmation for $72M
7- Houston Banque & Trust for $72M
8- AMRO Bank confirmation for $500M
9- OMNI COMMERCE
Purchase of Securities $72M
10- Placing Agreement for $72M
11- Bank Commitments
12- SBLCredits
13- Promissory Notes
14- Houston Banque & Trust for $100M
14- Bank of Delaware
15- Placing Agreement for $50M
16- Mergers & Acquisitions
Shearson Leman Hutton for $600M
Wells Farco for $ 22M
17- Citibank Crude Oil
18- Houston Banque & Trust
for crude oil
19- The Cyprus Popular Bank
for crude oil
20- Banque Paripas (Swisse)
for crude oil

HISTORY
AEE LTD GROUP has the best history record of international trading, project development and investment and financing.

It is the hi-tech project world-wide developments that are at the very heart of this corporation, yet this was also the decade that saw AEE LTD GROUP take an important step forward and become a diversified hi-tech provider company.

Our new structure provides us with an outstanding opportunity to shape our future.

We are now ready to forge ahead in a world more dynamically than at any time in recent history, one in which borders are crumbling and grant industrial regions are moving ever closer together.

To strengthen our international presence, AEE LTD GROUP and our affiliated companies will invest in capital, time and effort.

AEE LTD GROUP is facing new challenges that will promote new growth and development opportunities for the group and our associates internationally.

The following information is derived from, and should be read in connection with the full text of the document.

The Company has established a new investment trust department with the aim of pursuing long-term capital growth for the shareholders by investments. It is intended primarily for private investors who wish to have the timing and selection of investment to specialist managers in the field.

The Directors intended to invest initially in the markets commodities, stocks and other securities contracts. The Directors believe that considerable potential exist for capital appropriation in many markets.

The Directors believe that an investment trust services has certain attractive features a fixed capital structure enabling long-term investment decisions to be made, the ability to invest in unquoted securities and the ability to borrow to enhance capital growth.

The company may from time to time seek to retain some of its revenue to finance borrowing in pursuit of its objective of capital growth.

AEE LTD SERVICES
The AEE LTD., is a private organization with representatives and associated offices world- wide, is a charter to let or hire services, without banking or insurance privileges, shall deal with the investments and trustees business operations to fulfil the needs of international business, under the laws of the Cyprus Republic

The AEE LTD., shall provide the absolute protection of the rights and privileges of the beneficiaries in the trust under which it has fiduciary capacity with the best possible prompt and commercially oriented services, viz.:

(a) Trust & Trustee services
(b) International Financiers
(c) Financing Syndication
(d) Management Managers
(e) Securities Dealers
(f) Project Managers
(g) Turnkey Project
(h) I n v e s t m e n t s
(i) A u c t i o n e e r s
(J) Valuers - Appraisals
(k) S u r v e y o r s
(l) Crude Oil & Refined Products
(m) Precious metals - stones

The AEE LTD shall let and hire services; to act as trustee under any lawful expressed trust committed to it Contract or Will; or under appointment of any Court having jurisdiction of the subject matter, and as Agent for the performance of any lawful act; to subscribe for, purchase, invest in, hold, own, assign, pledge and otherwise deal in disposal of shares of capital stocks, bonds, mortgages, debentures, notes and other securities or obligations contracts and evidence of indebtedness of foreign or domestic corporations not competing with each other in the same line of business; to borrow money or issue debentures for carrying out any and all purposes above enumerated; to accumulate and loan money; to sell and deal Notes, Bonds and securities; etc

The AEE LTD., as a Trustee under power of Trust controls our investor's funds and not the banks. The Banks of our choice receive and disburse funds according to our directions in agreement with our client and purpose ON OUR behalf. Therefore the AEE LTD Trust Services, issue the funds commitments NOT our banks.

TRUST SERVICES:
a) AEE LTD is a charter to be let or hire services without banking or insurance privileges to accumulate and loan money; to sell and deal Notes; Bonds; and Securities; to act as Trustee under any lawful expressed Trust commitment of any Court having jurisdiction of the subject matter, and as agent for the performance, invest in, hold, own, assign, pledge and otherwise deal in disposal of shares of capital stocks, bonds, mortgages, debentures, notes and other securities or obligations, contracts, capital certificates of deposits, stand-by commitments, letters of credit, take-out commitments, documentary letters of credit, bills of exchange, currency exchange, and evidences of indebtedness of foreign or domestic corporations; to borrow money or issue debentures of carrying out any and all purpose above enumerated.

(aa) AEE LTD has a very extensive power to act as a full Trust service. Under the entire body of trust laws governing trust instruments, AEE LTD trust debt are held on the highest level of confidentiality.

In the furtherance of such privacy AEE LTD company is dedicated to the proposition that its sole purpose of existence is to provide the best possible service with the absolute protection of the rights and privileges of the beneficiaries in the trust under which it has fiduciary capacity.

(aa) 1- Trustee under Trust for individuals and their families.
(aa) 2- Trustee for corporate pension and profit sharing plans.

(aa) 3- Trustee under holding trust:
(a) Hold title for fractional interest to change characteristics from realty to personal property
(beneficial interest in trust)
(b) Hold title to property for residents and non-residents to set up efficient methods of

dealing in behalf of property in selling or development objectives.

(aa) 4- Trust preserves anonymity of beneficial owners and is even
titled in nominee name of the trust to record any title to
property for further protection of the true owners.

(aa) 5- The trust elevates the level of transaction to a more formal, universally respected

method. Has a sophisticated financial identification.

(aa) 6- The AT Fund company provides the latest state of art advanced data process accounting as required under the trust agreement.

(aa) 7- Arrange for loans to qualified borrowers, through associated financial institutions and service them.

(aa) 8- Transfer of funds to and from trust beneficiaries according to the requirements of their agreement.

(aa) 9- The AEE LTD does not have a cash reserve requirement.

The AEE LTD can issue Letter of Credit and all types of guarantees.

(aa)10- The AEE Ltd. issue Letters of Credit, stand-by commitments, Take out commitments, certificates of deposits or other type of financial commitments.

(aa)11- The AEE Ltd. cannot perform in and out checking accounts.

(aa)12- The AEE Ltd. cannot write insurance.

(aa)13- The AEE Ltd. can write bonds, guarantees and similar type functions.

(aa)14- Capital and surplus: The AEE Ltd. can use any assets that has a certifiable value as an asset.

(ab) FEES EARNED:

The AEE LTD can charge any acceptable fee for services rendered.

F I N A N C E SYNDICATION:
The AEE LTD has made arrangements to transact with several major prime world Financiers for Project Financing Syndication, Loan syndication’s, Portfolio acquisitions, Financial packaging, Closing fiduciary, Technical assistance, feasibility studies

MANAGEMENT. Its Board of Directors approves all of AEE LTD’s projects.

FINANCE

The AEE LTD is a World Large source of direct project financing for private investment worldwide. The AEE LTD will make Financing only if sufficient capital cannot be obtained on reasonable terms from other group sources. Request for AEE LTD assistance comes from a wide variety of sources; often come from companies who want to establish a new business or expand an existing enterprise. They may come from companies that have already received

AEE LTD's assistance or that want to expand or enter a new field.

AEE LTD also receives proposals from companies and financial institutions in the industrial countries interested in joint ventures with sponsors in developing countries. On occasion, a government may suggest that AEE LTD look into a particular sector that it wants private investors to develop. AEE LTD will serve, as the catalyst for the project by encouraging other investor’s -from inside and outside the host country- to make their owned equity investments along with the local sponsor.

There is no standard application form for AEE LTD financing. However, certain preliminary information is needed to enable AEE LTD to decide whether an investment proposal warrants consideration:

Investment and L o a n :
AEE LTD plays a special role:
it offers its experience and standing as an accredited international financing group to help your project will find practical solutions to difficult investment problems.

AEE LTD invests in all types of projects, both large and small. It invests in ventures in heavy industry, turnkey plants that supply essential materials and equipment for other domestic enterprises and also earn foreign exchange through exports. It also invests in light industries to help meet domestic or regional consumer and industrial demand. AEE LTD are pleased to up-date report:

MANAGEMENT
Its Board of Directors approves all of AEE LTD’s projects.

B A N K AND INSURANCE GUARANTEES
AEE LTD arrange international bank and insurance guarantees to use as base for raising capital needed for the project development.

RAISING CAPITAL
AEE LTD raises the capital needed for business ventures by servicing as a bridge between the international capital markets and the local businessmen for a developing project.

AEE LTD does not compete with or replace private initiative and capital.
Rather, AEE LTD helps to raise funds for projects that would otherwise be held back because adequate funding is unavailable.

AEE LTD does this in several ways: AEE LTD invest in equity and makes loans for its own account. AEE LTD also reaches out into the international capital markets in search of additional capital.

Because of AEE LTD's three decades of experience and its record of success, foreign investors who might be deterred from participating in a project on their own, are often encouraged to do so in parallel with AEE LTD or by taking up syndicated portions of AEE LTD investments. AEE LTD helps local investors, who might be unfamiliar or inexperienced in dealing with the international financial community, find and utilize sources of capital that otherwise might not be available.

TECHNICAL ASSISTANCE
AEE LTD has a broad mandate to help its client’s associates and business partners, by providing technical assistance to projects or companies based on its long experience and accumulated know-how.

AEE LTD has its own in-house technical, legal, and financial staff, who comes from all around the world. Their expertise is relevant not only to investment opportunities but also to finding the solutions to investment problems in the developing world.

AEE LTD can also draw on its own worldwide experience, as well as on its own contacts with financial institutions and developing agencies.

AEE LTD frequently provides technical assistance in the course of appraising and monitoring individual projects. The help may involve advice on accounting, financial management, equipment, marketing, administration, or other aspects of an enterprise.

AEE LTD has many years of experience in advising business and financial organization and governments on policies, institutions, and programs that affect the private sector world-wide.

AEE LTD also provides advice on a fee basis, independently of project financing. These services include assistance with corporate restructuring, privatization, debt reduction strategies, and business plan evaluation.

FINANCING OPERATION
AEE LTD depending on the needs of a project can invest in equity, make loans, underwrite securities offerings, and provide standby financing, in any combination; it can also organize the syndication of loans, enabling commercial banks to participate in AEE LTD's loans.

AEE LTD loans usually have maturates of five to fifteen years and is made at fixed or variable rates. The syndication portion of AEE LTD's financing is normally denominated in U.S. dollars, but can be made in other currencies, depending on a project's requirements.

AEE LTD tailors the nature and amount of its financing to a Project's needs. In keeping with its private sector orientation, AEE LTD neither requires nor accepts government guarantees on its investments. It does, however, assure itself that the government has no objection to a project or AEE LTD's involvement in it. AEE LTD also seeks to ensure that foreign exchange will be available to service its loans and to fulfill repatriation requirements.

Interest rates are set according to the type of loan, the currency of denomination, and the particular circumstances of the transaction. In all cases, they reflect prevailing commercial rates.

Although AEE LTD's focus is the private sector, it may invest in "mixed" private/government enterprise projects when they contribute to private sector development.

SECURITIES T R A D I N G:
(ac) 1- The AEE Ltd. is authorized and empowered to engage in all types of securities transactions. Without limiting the generality of the forgoing, the AEE LTD specifically purchase, sell, loan, borrow and deliver all types of securities, including government guaranteed securities, money market instruments, and contracts for future delivery of government securities and other money market instruments, on margin or otherwise, for the purpose of purchasing, investing in, or otherwise acquiring, selling (including short sale), possessing transferring, exchanging, pledging, or otherwise disposing of, or turning to account of, or realizing upon, and generally dealing in and with any and all forms of securities including, but not by way of limitation, shares, stocks, bonds, debentures, notes, scrip, participation certificates, rights to subscribe, option warrants, certificates of deposit, mortgages, chooses in action, evidence of indebtedness, commercial paper, certificate of interest of any and every kind and nature whatsoever or unsecured, whether represented by trust, participating and/or other certificates, any and all commodities and/or contracts for the future delivery thereof, whether represented by trust, participating and/or other certificates of otherwise, U.S. or other Government, federal agency, securities repurchase agreements involving debt instruments of all kinds and options on any underlying securities, whether debt or equity, which option are currently trading or may in the future trade or any exchange, forward delivery or standby contracts; provided that the total aggregate dollar amount to borrow money and to secure payment thereof with property of AEE Ltd.

(ac) 2- In addition to the rights and privileges stated in above, the following are some of the specific purposes and services which AEE Ltd. provides.
(ac) 3- Agents for principal who may direct AEE Ltd. as to investments and other actions or services desired, or full investment and asset management.
(ac) 4- AEE Ltd. is handling multiples of investor subscription to develop and sell property; i.e. investment pooling.

SECURITIES PORTOFOLIO
Securities under management by AEE LTD included Corporate Promissory Notes, Mortgages, Chattel Mortgage, Pay orders, Bill of Exchange Share Stocks, court actions, and other bank and corporate securities:

EXCHANGE BANK PROMISSORY NOTES WITH FUNDS
AEE LTD should entered into an Investment Finance Agreement covering the exchange of Prime Bank Promissory Notes with funds

C u r r e n t S t a t u s
AEE LTD secured a number of Projects.
During the last years the AEE LTD further expanded to apply to trade in the Investment Futures.
Further applications of the AEE LTD services are being reviewed to be used for trade currency and bullion futures markets. The basic objective for the expanded utilization of the Investment Program is to maximize profits and maintain optimum trading activity as market volatility is recognized whether in money markets (U.S. Long Bond Futures); equities (Standards & Poors 500 Index Futures); or in the currency or bullion futures markets as further expansion into these markets proves viable.

INDEBTEDNESS
At the date of this document the Company has no corporate (including term loans) outstanding or created but un-issued not any outstanding mortgages, charges, debentures or other borrowing or indebtedness in the nature of borrowing including bank overdrafts. Abilities under acceptance or acceptance credits, finance leases, hire purchase commitments, guarantees or other material contingent liabilities.

INVESTMENTS
The AEE LTD is a investment company.
Its aim will be to pursue long-term capital growth for the shareholders by investment in commodities, securities and others. It is intended primarily for private investors who wish to leave the timing and selection of investments to specialist in the field. The Directors believe that considerable potential exist for capital appreciation to many markets.

Development of the AEE LTD Trust Services
An intensive research program was started that applied mathematical probability theory to the services markets. The most productive market to emerge from this private research was the Trust and Trustees Services.

Having identified the inherent probability potential of this market, it took several years that seem to govern the trading behavior of this market. The result is that the probability program is updated continuously on every "tick" of the market.. In addition, on the opening trade of each new 60 minute bar, The AEE LTD trust services formally re-evaluates the current position and directs trades if that is its determination.

INVESTMENT AND TRADING P O L I C Y
The Company's aim will be to pursue long-term capital growth for its shareholders through investment in commodities, stocks and other securities

The Directors intend to invest initially to the commodities future markets

Direct investment in some of the smaller markets may be difficult due to a relative lack in marketability on these markets and shares in managed funds may therefore be included in the portfolio in order to give the Company exposure to growth opportunities in these smaller markets.

It is currently envisaged that the major part of the Company’s portfolio will be invested in commodity futures and others. Investments will normally be made also in equity securities, but bonds may be considered from time to time when it is felt that advantage can be taken of the change of interest rate levels.

Since the investment objective will be to achieve guarantee capital growth in combination with high immediate income from future growth of income, it is expected that the overall yield will be moderate to high.

The Directors intend when appropriate to fund part of the Company's activities through borrowing with a view to enhancing the Company's investment performance.

ADVANTAGES OF AEE LTD TRUST
The Directors believe that AEE LTD Trust Services have certain attractive features.
1- the fixed GUARANTEED capital structure enables long-term investment decisions to be made without the risk of capital being withdrawn at short notice.
2- enjoy a comparative freedom to borrow, which can enhance shareholder's returns.
3- have the ability to invest in unquoted securities.

MULTICURRENCY FACILITY
The Company is ready to enter into a multi-currency facility.

APPLICATION AND DEALINGS
It is rare that the individual private investor has access to a proven trading program, which is usually only available to the major corporate trading accounts, and to have their principal investment GUARANTEED.

PROJECTS DEVELOPMENT PROGRAMME
1- AEE LTD GROUP have a high level of interest and we are p o s i t i v e l y interested to participate and herewith confirm in principal our intent to participate and support the establishment of a NEWCO private limited company by anonymous shares registered under the company's Law for the goal of achieving the Development and the materialization of the proposed NEW PROJECTS.

2- for the new company Capital Request Loan Application please be advised that we are ready and willing to arrange all the necessary needs, i.e.:

3.0 a- Financing Syndication,
3.1 b- Management Managers Service
3.2 c- Securities and Guarantees organization and Provision

and through AEE LTD GROUP Financing services achieve the necessary financing for any new company from start to finish of this proposed project(s) covering:

4.1 a) Smooth Running of the Company
4.2 b) Offices, staff, etc.,
4.3 c) Preparation of Pre-feasibility studies
4.4 d) Acquiring of License, Land, Housing etc
4.5 e) Local Engineering and similar, etc.,
4.6 f) Cash Flow in Deposit account
4.7 g) Guarantees Registration by "Chattel Mortgage" on Real Estate, Rights,
shares, capital / interest amounts.
4.8 h) Custodian Bank Trust a/c for project

AEE LTD GROUP INTERNATIONAL RANGE OF ACTIVITIES
1- Funds and Securities
2- T r u s t Services
3- Investment Group
4- Capital Management
5- Banking Services
6- Precious Metal and Stones
7- Crude oil and Refined Products

FOR ECONOMIC C R E D I T AND B A N K INFORMATION APPLY TO:-

DUN & BRADSTREET EUROPE LTD
Holmers Farm Way, High Wycombe,
Bucks HP12 4UL ENGLAND
Tel: 0494 422000 Fax: 0494 422260 Tlx: 83128 DUNINT G

DUN & BRADSTREET INFORMATION SERVICE
AEE LTD GROUP CODE No: Intl/CY/411
POBOX 172632
CLIFTON STREET WC2 P9LY ENGLAND

MCR REPORTING SERVICES LTD
115 Magdalen Road Oxford OX4 1RQ ENGLAND
Tel: 0865 - 245908 (Int: + 44865)
Tel: - 837585 Fax: 0865 - 722103

DOFINA INTERNATIONAL
CHRISTIAN MEURANT & Cie. S.C.S.
RUE Bellieard 143 - 1040 Bruxells BELGIUM
Tel: 02/230 35 70 Tlx: 22960 Fax: 02/231 09 66

T.R.W. CREDENTIALS SERVICES
POBox 2132 CHATSWORTH
CA - 91313 - 9984 USA

NEW YORK DEPT. OF ECONONMIC DEVELOPMENT
DIVISION OF INTERNATIONAL COMMERCE
AEE LTD IDENTIFICATION No. TN 1 - 05-000775/30
1515 BRODWAY - NEW YORK, N.Y. 10036 USA
AEE LTD IDENTIFICATION No. # 91070176

Signed Name Chrysoula Efthymiou Seal
Title Corporate Secretary

True Copy: Chapter 113 of the Cyprus Laws par. 121 (a) (True copy)

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