Abp Investment Proposal For Discussion

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Investment Proposal: Real Estate Investments in Arkansas Free Zone

Owners

Arkansas Business Park Services Limited 4605 Elam Street Little Rock, Arkansas, USA – 72204 Phone: +1 (501) 568-6681 Fax: +1 (501) 568-5064 E-mail: [email protected]

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I.

Table of Contents

I.Table of Contents....................................................................................... ....................2 II.Executive Summary................................................................................ ......................3 III.Business Opportunities / Description......................................................................... ...8 IV.Business Model and Investments.......................................................................... .....14 V.Marketing Plan........................................................................................... .................20 VI.Management and Organization............................................................................ ......23

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II.

Executive Summary

Arkansas Business Park Services Ltd (hereinafter referred as ABP) has identified a significant business opportunity in Arkansas Foreign Trade Zone (hereinafter referred as AFTZ) promotion and structured a new business model designed to – solicit business investments in AFTZ, promote real estate development in AFTZ and provide management services to business units in AFTZ, as the first mover. In view of AFTZ’s business package and real estate growth prospects, the business offers tremendous opportunity to its investors and participants. INVESTMENT PROPOSAL

ABP’s Real Estate Business Partner Model is highly flexible and opportunity driven secured model. The investor will have absolute comfort with the transparency and security issues: Minimum Investment Unit for Property Fund - $ 5 million Legal Framework – each investment unit will be a separate company (Investing Company) and investors will have equity participation in such unit Security – the property acquired will be registered in the name of the Investing company, in which they will have proportionate equity participation. Return on Investment – anticipated return of 31% p.a. on real state opportunity (excluding the exceptional opportunity on distress properties, which could go up.) Management – property and marketing will be managed by ABP’s professional team

BUSINESS DESCRIPTION

ABP’s Business can be best described as business promotion through solicitation of investments in AFTZ, offering them real estate for business premises and comprehensive management services for business setting and relocation.

Indian / Chinese companies are looking for easier gateway for manufacturing and distribution space in USA for huge market potential within USA and for re exports to

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Latin America / Mexico US companies can also be relocated to AFTZ for its infrastructure, economic advantages and easier logistics AFTZ has huge real estate available (land as well built premises), which can be offered to AFTZ Business Units at lucrative prices. Global real estate investors (including property development companies) can be invited to participate in business model. AFTZ Business Units, will benefit tremendously from ABP’s comprehensive product (i.e. real estate development & management, management advisory & business promotion services including funds raising, strategic planning and trade shows)

Real Estate Business Partner Benefits By working with ABP, its real estate

business partners - benefit from increased access to a growing real estate business that will flow in to ABP for the following factors: • • •

ABP’s representation of AFTZ and its knowledge of real estate business in Arkansas ABP’s access to entrepreneurs in AFTZ (for being its business promotion partner) for facilitation of developed and managed properties ABP’s association with investors in AFTZ for its comprehensive management services in business setting and/or relocation will help in timely sale / lease out of acquired properties

AFTZ Business Unit Benefits By working with ABP, AFTZ potential investors and

existing business units benefit from single desk assistance for the followings: • •

• •

•

Fact finding and preliminary studies (e.g. opportunity studies) Identification of suitable locations and acquisition of business premises (properly developed to suit their business plan) with multiple products like long term lease, buyout option, real estate management etc. Faster regulatory compliances with AFTZ for business setting and /or relocation Business plan writing, company incorporation, business development assistance, facilitation of consulting services (legal, accounting, taxation, market research etc) Funds raising services for AFTZ investors

BARRIERS TO ENTRY

ABP helps AFTZ, its real estate business partners and AFTZ business units, in removing barrier to entry:

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•

•

•

AFTZ. India and China are effectively seeking global investment and export opportunities for US / Latin American markets and Arkansas for its strategic location and infrastructure is ideally suited for facilitating such a gateway. Currently, AFTZ has not been able to effectively solicit investments from both Asian Giants for lack of direct marketing, relationship marketing and cultural issues. ABP will operate to bridge such marketing gaps. Real Estate Business Partners. Global real estate investors and property development companies are not been able to target potential investment opportunities for their lack of access to Arkansas properties (for both acquisition and disposal); and ABP will assist such investment aspirants through its unique investment model. AFTZ Entrepreneurs. To ensure success, ABP will create a vibrant community between AFTZ and AFTZ entrepreneurs. AFTZ entrepreneurs often require comprehensive emotional comforts, single desk coordination, timely developed business premises and legal/management assistance, at each stage of their investments (prior to investment decisions, while implementing their business plans etc). Their lack of knowledge and comfort, often direct them to seek alternative opportunities. ABP’s management will work on their behalf as well, to remove such emotional barrier.

MANAGEMENT TEAM

The management team consists of professionally competent team members, who share one another's dreams and passions to drive ABP forward. Combined, the founders have over 100 years of direct experience in foreign trade zone marketing, professional management consulting experience, real estate investments, global investment solicitation, general management, e-commerce, finance, marketing, and operations. The key management team is as under:

Member Name

Experience (Years)

ABP Role

Mr. Kevin W. Massengill

27

Chief Executive Officer

Dr. Raghunandan Menon

20

Chief Strategy Officer

Prafulla Gang

20

Chief Operating Officer

Michael D. Hill

22

Director Real Estate Operation

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David E. Simmons

23

Director - Legal & Regulatory Compliance

BUSINESS RISKS

ABP (and its business partners) faces certain risks inherent to “Real Estate Investments” in general and “Foreign Trade Zone” in particular. Financial Risks At initial stages of acquisitions / developments of property in AFTZ, Our quarterly revenues and operating results are difficult to predict and may fluctuate significantly from quarter to quarter as a result of a variety of factors. Among these factors are: • • • •

Varied Timing in acquisition of respective properties Fluctuations in expected revenues from AFTZ investments (i.e. disposal of such properties through outright sale and/or long term lease) Timing of costs related to acquisitions or payments. Fluctuations in property values between the timing of acquisition (and subsequent development) and its final disposal

Legislative / Legal Landscape Our participation in the foreign trade zone and real estate vertical presents normal risks: • •

Global investment related legislations (specially free / foreign trade zone related trade barriers and trade treaties) Federal and State regulations on real estate business and/or AFTZ

Operational Risks To attract and retain users to the AFTZ, we must continue to provide unique and informative services. This confers certain risks including the failure to: • • • • • •

Anticipate and respond to AFTZ investor’s preferences for industry verticals Attract, excite and retain a large audience of AFTZ users to the AFTZ Create and maintain successful strategic alliances with high quality partners Deliver high quality, "24/7" customer service and performance Build the AFTZ brand rapidly and substantially Compete effectively against other Foreign Trade Zones

RISK MANAGEMENT AND POTENTIAL RISK EXIT SCENARIOS

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ABP, for its risk management plan is well geared to manage the business and investment risks: Financial Risks At initial stages of property acquisition and developments, AFTZ current property prices are at very low levels for its current growing age (so lower end fluctuations in its pricings are highly remote possibility). To minimize risk in future fluctuations, ABP will focus on following methods for risk minimization: • •

• •

Continuous monitoring of real estate pricings and reporting thereof to business partners Timing the acquisitions / developments in line with AFTZ’s entrepreneurs investment decision (to avoid unnecessary longer duration holding of properties), backed by proper long term contracts Managing such investment cash flows strictly in line with future receivables from AFTZ entrepreneurs Keeping investment cycle of shorter and predictable duration

Legislative / Legal Landscape Global emergence of Foreign trade zones and international treaties are leaving very little scope, of some drastic changes in regulations relating to Foreign trade zones. So this risk stands highly unlikely. Operational Risks ABP has engaged highly professional and experienced management team to market and manage its business operations. Through close monitoring, customer help desk, 360 degree feedback, operational audits and timely reporting; ABP is committed to manage its operations very efficiently, flexibly and competitively.

Two potential exit strategies exist for the Real Estate Business Partners: •

•

Initial Public Offering. We seek to go public within 3 years of operations. The funds used will both help create liquidity for exit option for business partners as well as allow for additional capital to develop our international strategy. Acquisition Merger with Alternative Funds / New Investment Unit. Emerging real estate scenario will always provide option to existing investment unit to sell their values to other investment units. ABP will actively help its business partners in coordinating for such proposals. Since most of such real estate investment cycle is involving shorter duration (with focus on more rotation of funds) and will be matched with corresponding cash flows through disposal contracts with AFTZ entrepreneurs.

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III. Business Opportunities / Description We envision developing our AFTZ investors into informed, proactive users of AFTZ infrastructure and services. They will be empowered by current, customized information, management services that our vertical partners present. In turn, our business partners will have opportunities to reach critical new real estate markets through novel business relationships that reduce associated costs and increase potential revenues. ABP plans to then, expand its business model for other emerging foreign trade zones and property markets.

3.1

Business Scenario AFTZ has strategic advantage in USA for its attractive cost effective infrastructure, transportation facilities (inland as well for exports), investor friendly taxation and regulations, abundance of utilities, lower cost of labor (skilled as well unskilled) and effective access to market (USA as well re export market in Latin America & Mexico). Real estate pricings are currently prevailing at low end, for less effectively marketed AFTZ in global and national scenario. 3.1.1

Why current real estate values are low? And its future Outlook

Current real estate values in Arkansas Foreign Trade Zone are relatively much lower for the following key reasons: •

•

•

•

Not much Audience for lack of reach to potential investors. AFTZ has not been effectively reached to global and national investors for the business opportunities in the state. Even with the investor friendly environment, the branding need to be established and demonstrated for effective solicitation. In turn, most AFTZ properties are under utilized and carry lesser values. Real Estate Investors follow growing zones. Real estate investors always tend to invest in the growing economies, which can offer them quicker returns with shorter turnaround period. Key Factor for Real Estate Values. If the AFTZ is promoted and marketed well for solicitation of investments, for its strategic location and infrastructural strength, investors will certainly seek AFTZ as their destination. In turn, the real estate investors will stand to gain in shorter duration with minimized risks. Physical Interaction. AFTZ prospects will require direct marketing approach blended with comprehensive package by marketing and management enterprise, especially in country like India / China etc.

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. A.

Case Study of Real Estate Values with Specimen Investment of US$ 5 Million

(Distress Sales)

B.

•

There is specific property available worth US$ 10 million at US$ 4.5 million for specific circumstances

•

Approximate additional expenses for its development US $ 500,000

•

Over the period of one year, property can earn approximately 100% on its investments

Case Study of Real Estate Values with Investment of US$ 5 Million (Normal

Circumstances)

B.

•

For an average investment opportunity in AFTZ developed property US$ 5 million

•

Approximate additional expenses for its development US $ 500,000

•

Over the period of three years, property can earn approximately 100% on its investments in terms of resale value

Case Study of Real Estate Values with Investment of US$ 5 Million (Normal

Circumstances and long lease coupled with buyout option) •

For an average investment opportunity in AFTZ developed property US$ 5 million

•

Approximate additional expenses for its development US $ 1,000,000

•

Over the period of five years, property can earn approximately 150% on its investments (cash realization)

Likewise many such properties are available for acquisition and development in AFTZ and will offer very attractive returns on investment. The above opportunity will come only for ABP’s close association with AFTZ and ABP’s comprehensive products for AFTZ business units.

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3.1.2

How can AFTZ entrepreneurs benefit? Why are they not coming to AFTZ now?

AFTZ can very well offer vibrant environment to its global and national investors in inland trade and re export business to Latin America / Mexico. AFTZ has key advantages to offer its investors: •

Lower manufacturing costs (for lower capital investments in land / buildings, cheaper work force, friendly labor laws, cost effective logistics and lower utility costs)

•

Lower warehousing and distribution costs for re exporters and distribution companies – targeting both US as well export business (for excellent access to port and inland transportation)

•

Investor friendly taxation and regulations

•

Enormous benefits to both foreign investors as well national companies (for both new investments and relocation to AFTZ)

Refer Annexure I for profile and competitive strength of AFTZ

Even with so many benefits, so far AFTZ has not been able to solicit encouraged participation from global investors and large national investors. It is primarily for lack of direct marketing approach and aggressive brand promotion (both globally and nationally). There is enormous potential, for ABP to blend comprehensive management services and direct marketing globally, to solicit medium to large investments. This will ensure win-win situation for all the parties – ABP, AFTZ entrepreneurs and ABP business partners. 3.1.3

Who are target investors in AFTZ? And Key parameters thereof

ABP intends to focus at the following business enterprises / verticals for investments in AFTZ: •

Indian and Chinese companies – seeking USA as potential export market for their production facilities (with easier gateway to USA, state of art warehousing and distribution facilities – at relatively lower investment compared to other US states)

•

Indian and Chinese companies seeking Latin America as potential export market – through their warehousing facilities in AFTZ (with easier access to Mexico /

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Latin America and much secured business environment compared to Latin America, including currency fluctuation risks in trade with Latin America) •

Amongst Indian / Chinese business enterprises in particular – who also need to provide value added services to their customers – can also find AFTZ as convenient and strategic location for required infrastructure (for cheaper work force, utility costs etc) – This segment in particular can include various verticals like Gems & Jewelry, Stone & marbles, electronics, IT companies etc

•

US companies willing to relocate to AFTZ for economic and market advantages

Business Gains Triad

Manufacturers

New Investments as well Relocations • • • • •

•

Lower production costs Cheaper land and building Cheaper work forces Cheaper utility costs Friendly regulations and taxes Investment incentives

Adding Enterprises

Inland / Re exporters

IT

companies,

Stations • • • • •

•

3.2

Service Providers / Value

Traders / Distributors

Lower warehousing costs Quicker access to USA and Re export market of Latin America / Mexico Lower inward and outward costs (sea / inland) Friendly taxation and regulations Secured business environment Friendly banking insurance structure

to

Support Outsourcing

companies, Industry Verticals • • • •

•

Cheaper work force Secured business environment Lower investment prerequisite Friendly taxation and regulations Lower costs

infrastructural

and

Business Opportunities and Entry Strategies 3.2.1

ABP has identified the following business opportunities: • AFTZ Marketing and Brand promotion Services Globally as well Nationally ABP through its own offices, associates and technology – will engage in soliciting investments in AFTZ global business enterprises and national companies. ABP has professional team to reach potential investors and assist them in making investment decisions. ABP will invest in direct marketing resources, web driven marketing and rationalized brand promotion exercise. •

Real Estate Acquisition, Development and Management - ABP through its

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business partners will acquire real estate in AFTZ at lower prices, will develop them to suit needs prescribed by AFTZ investors and facilitate them. With the active marketing of AFTZ, its real estate values are bound to rise; ABP for its early entry (and backed by its marketing arm for offering the same to AFTZ investors) foresees strong business prospects in immediate to long run. •

Comprehensive Management Services to AFTZ Investors - ABP is setting up comprehensive business assistance services to facilitate easier business setting up for AFTZ entrepreneurs. Its services will include - consulting services (e.g. pre investment studies, location studies, business plan writing services, market survey services, industrial feasibility studies, funds arrangement services, risk capital arrangements, existing loans restructuring, business relocation studies, strategic planning and advisory services etc), legal and regulatory services (e.g. incorporation services, tax return filing services, legal assistance, regulatory compliance services etc), incubator services (e.g. business ideas related assistance, technology assistance, pre investment studies, business plan writing services, market survey services, funds arrangement services, risk capital arrangements etc) and web driven outsourcing & trade lead services etc.

3.2.2 Entry Strategy

ABP will use its foreign trade zone marketing and management consultancy experience as entry strategy. It will implement its business opportunities in phased manner. •

•

•

Step I (month 0 – 3) o setting up of management team in USA and preparation of necessary marketing kit and consultancy services kit o Structuring broad business alliances for specialized outsourced services o Identification of real estate investment’s initial opportunities (target level US$ 10 millions) and seeking participation from business partners o Launch of trade lead portals and business services outsourcing portal o Consulting services for relocation to AFTZ Step II (month 4-6) o Commencement of direct marketing and global advertisement of AFTZ in Indian market o Aggressive marketing for AFTZ relocation assistance to USA based companies Step III (Month 7-12) o Expand its business partnership model with more real estate investors for each investment unit o After initial 6 months – targeting Chinese and South East Asian Countries

3.3 Growth Opportunities beyond the Arkansas State Once the initial operation stabilizes, it will focus on other markets and more value added services. With initial success in the Arkansas, we will then expand our operations in

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other states in USA. Our extraordinary opportunities for expansion come from three key areas. • •

•

Leveraging the reputation and relationships from a successful AFTZ launch in emerging economies Launching well blended and uniquely packaged services to entrepreneurs (real estate acquisition / development / management; comprehensive management services; technology driven business development assistance) Real estate expertise for acquisition, development and management of properties

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IV. Business Model and Investments 4.1

Business Model ABP has structured its business and investment model for perfect equilibrium between business opportunities, management issues and investment of business partners. In its working model, ABP has focused on following key factors: •

Business opportunity centric model

•

Flexible and dynamic structure to meet higher investment needs

•

Keeping management and operations away from investment structure, so that management is not affected by flexible investment structure

•

Easier entry and optional exit by business partners

•

Risk management for investments

•

Growth option to business partners

4.1.1

Legal Structure

ABP is Arkansas incorporated Management Company, which will have adequate capital for its marketing and management services. After three years, ABP will expand its capital base through public offerings. 4.1.2

•

Business Partners for Real Estate related Opportunities

For each identified real estate related opportunity (e.g. acquisition, development and / or management), ABP will solicit investment (property fund) from business partners.

•

Each investment unit will be in multiple of US$ 5 millions

•

There can be multiple business partners in each investment unit

•

Independent company will be incorporated for each investment unit with the

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proportionate shareholding of contributing partners (80%) and ABP (20%) •

Minimum duration of such investment unit will be three years

•

ABP will be sole management company for such investment unit and will be entitled for 5% fee (as finder’s fee and management fee) for each transaction. Such fee will be available to ABP for its operations.

•

ABP will be authorized to make investment decisions and assets management decisions on behalf of investment unit

•

Detailed monitoring and reporting structure will be devised to suit business partners’ concerns

•

Such investment unit will own such acquired assets and upon sale of assets, its realized profit (income less expenses) will be distributed amongst its shareholders.

•

Business partners will have option to liquidate such investment unit; restructure through acquisition / merge with another investment unit at negotiated price

4.1.3

Arkansas Foreign Trade Zone Marketing and Management Services

ABP will be solely responsible for AFTZ’s marketing and its management consulting services. It has drawn independent business understanding with its offices / associates in various countries for necessary marketing assistance. ABP will also engage external service providers for various professional services.

4.2

Revenue / Investment Model ABP plans to follow the following pricings and revenue model. AFTZ marketing and brand promotion (Cost Center) ABP will carry out AFTZ marketing and brand promotion exercise, as marketing exercise for its revenue center (primarily - real estate) and will be funded by other revenue centers for such direct marketing efforts. For global advertisements, it will meet its expenses from the allocated budgets of Arkansas Foreign Trade Zone Authority. Real Estate Activities (Revenue Center) ABP will identify real estate investment opportunities and will deploy available property funds in transparent manner (legality involves a separate company formation for each

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investment unit with investor’s equity stake). These real estate investment opportunities can be grouped into two categories: A.

Distressed properties – available for purchase at much lower values compared to normal prices for special circumstances. These will generally fetch abnormal profits in shorter periods. (100% returns on investment in 2/3 years)

B.

Normal properties – available in normal circumstances. Currently, AFTZ property prices are much lower compared to other growing foreign trade zones. So this time is highly opportune for entry. ABP expects return of 31% on annualized basis from such investment units (through enhanced pricing of such developed real estate).

For the purpose of revenue projections, we have excluded the investment opportunities for property fund from distressed properties. These transactions will be undertaken - only on case to case basis with prior explicit consent from investing business partners. The initial periods (0-6 months) are also excluded in revenue projections, as startup periods. ABP anticipates the 9 months (inclusive of 3 months modifications / development) for a transactional cycle and in three years – minimum three completed transactions from the property funds. If the transaction cycle can be reduced by another 3 months – then profitability can be bit higher as well.

Property Fund – Working Details amount in US $

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start up period year length

Property Fund Finder's Fee Net Funds Deal I Property Acquisition Development / Modification Total Funds Invested Sale Proceeds

0-6

accounting periods for fund year 1 year 2 year 3 12 12 12 months months months

5,000,000 -250,000 4,750,000 4,275,000 475,000 4,750,000 6,175,000

Profit from Deal

1,425,000

Deal 2 Property Fund

6,175,000

Finder's Fee

-308,750

Net Funds

5,866,250

Property Acquisition Development / Modification Total Funds Invested Sale Proceeds

5,279,625 586,625 5,866,250 7,743,450

Profit from Deal

1,877,20 0

Deal 3 Property Fund

7,743,450

Finder's Fee

-387,173

Net Funds

7,356,278

Property Acquisition Development / Modification Total Funds Invested Sale Proceeds

6,620,650 735,628 7,356,278 9,710,286

Profit from Deal

2,354,00 9

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Total Funds Value at Year 3 (available for redemption)

9,710,286

Value Enhancement of Fund

4,710,286

Net Annualized Growth

31%

Management Consulting Services (Revenue Center) ABP will have self sustaining management consulting services division and will be earning from services offered to AFTZ prospects (through AFTZ marketing division) and AFTZ investors (direct marketing by revenue center itself). ABP will be offering services directly as well through outsourced agencies (including its local professional associates). It aims to keep its pricing policies in line with local competitors and target market pricing levels.

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V.

Marketing Plan

5.1

Marketing Objectives • • • •

5.2

Establish a strong presence in the global market for AFTZ Use the Indian association as a conduit for entry into the AFTZ provide guaranteed demand, market penetration, and an opportunity to expand into Arkansas real estate market at a reduced business and financial risk. Utilize acquired market knowledge and presence to establish AFTZ investors both through ABP affiliations and through the efforts of ABP’s own sales force. Establish significant high-margin sales for Arkansas properties

Marketing Approach

ABP specializes in Foreign Trade Zone marketing and through its professional team / global presence; it is well geared to undertake: •

Direct marketing for AFTZ in India, China and South East Asia (in immediate time frame)

•

AFTZ brand promotion through advertisement campaign, localized (targeted) conferences and sponsored events

•

Blending trade lead portals to promote AFTZ investments

AFTZ is strategically critical link for major revenue centre (e.g. real estate and management services). ABP’s foreign trade zone marketing will build trust and unifying relationship with AFTZ investors, and in turn will facilitate competitive edge for its revenue centers. Direct / Online Marketing – ABP’s direct / online marketing approach includes: •

Identification of leads through targeted presentations, dedicated trade lead B2B portal, email campaigns and sponsored events etc

•

Aggressive follow-ups with prospects (including personal meetings) with consulting arm (for pre investment studies, market surveys, funds arrangement services, cost-benefit analysis, relocation studies etc)

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•

Web based 24/7 help desk and telephonic help desk

Advertisement Campaign for Global Investors – ABP will also be carrying out advertisement campaign, on behalf of AFTZ for effective AFTZ brand promotion and will be reimbursed by AFTZ for any such campaign expenses (on prior approval basis).

5.5

Competitor’s Landscape Below we describe select competitors. Figure Select Competitors

COMPETITORS

COMPETITIVE CHECKLIST

Real Estate Investors in Arkansas / USA

including

property management companies

Threat - Normal / Medium Focus - Only on real estate

ABP will have an edge for its integrated operations in terms of global marketing of AFTZ and relationships

Reliability/Quality – High Capitalization – High

Threat – Low Other southern states’ Foreign Trade Zones Focus – Only on Foreign Trade Zone Firstly, like AFTZ – most of them have not been directly marketing into South East Asian

Capitalization – High

markets Reliability / Quality – High

Threat – Medium

Local Management Services Due to close association with AFTZ investors for real estate and AFTZ marketing, ABP’s management

services

business prospects

will

have

strong

Capitalization - Low/Medium Alliances - Low Reliability/Quality – Medium

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Determinants of Prospect’s Response

5.6

•

Integrated services – single desk facilitation

•

Global presence

•

Relationships with prospects at various stages of business / investment decisions

•

Knowledge (customer, FTZ structure, real estate)

Niche and Our Unique Selling Proposition Our niche audience is the global investors, who want to effectively position their business in USA for their export prospects (into USA and Latin America / Mexico). India, China and South East Asian countries have accelerated exports trade for past few years and strategically, their physical presence do suit their business prospects. Such business enterprises have deep pockets to invest and sustain in growing markets and will certainly be our primary targets. ABP’s USP is its integrated, highly personalized single desk and comprehensive services for investors in AFTZ, at various stages of investments.

5.7

Sales Promotions ABP will reach out to its prospects through: • • • •

Targeted (localized) workshops, seminars and road shows Relationship marketing through business associates Blend low cost methods such as web, email campaigns, dedicated trade lead portals Periodic advertisements in trade magazines, talk shows, trade shows etc

ABP will be representing AFTZ for its business unit solicitation. Once prospect is interested in making investment decision, our management services office, will then, interact closely with prospect for necessary services and regulatory compliances.

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VI. Management and Organization 6.1

Management Team

The ABP management is a key asset necessary to propel this project forward. Combined, all founders have over 100 years of direct experience in foreign trade zone marketing, management consultancy, general management, web technology and IT, finance, marketing, and operations. The strength of the team stems from three major factors: •

Each team member commands substantial knowledge and skill. In addition to the theoretical knowledge and classroom skills evidenced by academic honors, each team member has a history of achievement in his or her previous field which is beyond that expected for age.

•

The management team works well together. The management team was borne of strong professional & emotional bond, and mutual respect. A strong ethic of teamwork manifests itself in an open and cooperative work style.

•

Each team member is committed to bringing the project to fruition. Each team member will sacrifice more certain opportunities in order to attain corporate objectives. Foregoing their positions-each at the respective industry's leading firms-shows the depth of the team's commitment.

•

The roles of each team member are in line with qualifications and interests, bolstering the feasibility of our plans. The following figure shows the background of each member and the organization of ABP.

Team Member Matrix

Summary profile of the key team members are as under along with their respective functional roles: Kevin W. Massengill is Chief Executive Officer and a retired United States Army Officer and Middle East Foreign Area Officer with over a decade of service in various US

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embassies in the Middle East and the headquarters of US Central Command. Mr. Massengill has a Bachelor of Arts degree in Russian Area Studies from the University of Missouri and a Master of Arts degree in Near Eastern Studies from Princeton University. Following a three-year assignment at the US Embassy to the United Arab Emirates, Lieutenant Colonel Massengill retired in Abu Dhabi, with his wife and two children, where he is active in the community, serving as Chairman of the Board of Trustees for the American Community School and as a member of the Board of the American Business Group - Abu Dhabi. Dr. Raghunandan Menon is Chief Strategy Officer and the managing partner of the newly formed Consultancy Partners India with over two decades of experience in front line sales, corporate marketing and strategy. Dr. Menon holds a PhD in Strategic Operations and Marketing, a Masters in Management Information Systems from Henley Management College, Oxford shire, England and a Masters in Marketing and Sales from the University of Delhi. Dr. Menon has specialized in the creation and branding of marketing infrastructures such as free trade zones, airports, and tourism development boards for governments in India, Thailand and the United Arab Emirates. Dr. Menon currently resides in India with his wife and two daughters where he is actively involved in various NGOs which are sponsored by the present government as well as the opposition parties. Dr. Menon also serves as a member of a Board of a large, privately-held UAE company with diverse interests from bunkering fuel to money exchanges. Prafulla Gang is a qualified Chartered Accountant and have 20 years of international consulting experience; Specializing in business / product merger and acquisition with financial planning, business valuations, opportunity assessment studies, blue print implementation of business / product acquisitions and merger / integration, financial forecasting modules, due diligence studies, solicitation of funds / loan restructuring including international banks including global development banks, private bankers, venture funds etc ; strategic alliance formation, business partner identification, strategic business model evolving, digital collateral preparation, proposal building, risk analysis, cost analysis, pricing model building for products as well services, legality issues, negotiations etc.

Experience playing a key role in business development efforts with

new and existing clients (strong commercial background blended with hands on technology experience); Personal – Married with two children; Age 40 years.

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Michael D. Hill is the President and owner of MDH Builders, Incorporated, a commercial general contractor based in Little Rock, Arkansas. Michael has worked for MDH since it’s inception in August of 1993. MDH is a national contractor working in twenty-eight states and anticipates annual revenues of over 60 million in 2006. Michael was raised in Clarksdale, Mississippi and graduated with a BBA in Marketing from Delta State University in 1984. Shortly after graduation he moved to Little Rock, Arkansas and was employed by Kinco, Construction as a salesman. Construction as the Vice President.

In 1988 Michael joined Crane

At Crane he was responsible for business

development and operations. Crane Construction revenue went from two million to fiftysix million in a four year period. In August of 1993 Michael founded MDH Builders, Inc. In 2005 MDH Builders, Inc. was ranked in the top ten general contractors in Arkansas. Michael and his wife Carey have four children and they are very active in their church and family sporting events. David E. Simmons- born West Helena (Arkansas) December 31, 1957; admitted to bar in 1983(Arkansas), in 1984 Texas and U.S. District Court (Northern District of Texas), in 1985 - U.S. District Court (Eastern District of Arkansas). Education: University of Arkansas (B.S.B.A., Accounting, 1980; J.D., 1983); Southern Methodist University (LL.M., Taxation, 1984). Member: Arkansas (Member, Sections on: Real Estate; Tax and Probate) and American (Member, Sections on: Taxation and Real Estate; Probate and Trust Law) Bar Associations; State Bar of Texas. Reported Cases: Hartwick v. Thorne, 300 Ark. 502 (1989); Arkansas State Bank Commission v. Bank of Marvell, 304 Ark. 602 (1991) Practice Areas: Business Transactions; Real Estate Investment; Real Property; Commercial Contracts; Construction Contracts; Tax Planning; Multi-Family Housing; Leasing; Evictions; Estate Planning; Probate Administration. Representative Clients: Apartment Investment Management Co.; RPM Management Company, Inc.; Arkansas Apartment Association; Mid-America Apartments, Inc.; Champion Builders, Inc.; Calhoun-Barre Development Corp.; First Capital Management Group, Inc.; UDR Western Residential, Inc.; Sage Co.; Ledic Management, Inc.; Standard Enterprises, Inc.; MLP Management, Inc.; McCormick Barron Property Management; Arkansas Primary Care Clinics, Inc; Henry Management Company; Bailey Properties, LLC.; Dickson Flake Partners; Bell Corley Construction; Hathaway Group Realty; Capstone Management

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6.2

Future Team Members In addition to the key members mentioned above, ABP will recruit senior executives with specific functional skills required of future operations. Candidates meeting qualifications will be added as the business's operations merit. In addition to full time professional team, ABP will be assisted by experienced Board of Directors and external professional service providers – e.g. Attorneys, Accountants, Insurance Agents, Bankers, Consultants and key advisors.