ACQUISITION AGREEMENT

ACQUISITION AGREEMENT

Acquisition Agreement, made this 19 ^th day of September 2006 among:

WAH KING INVEST CORP.

Hoofddorp, The Netherlands

a Delaware corporation

("Buyer")

and

EMILE-STAETE B.V.

Pleimuiden 8 A 1046

AG Amsterdam

The Netherlands

a Dutch corporation

("Emile")

and

RICO-STAETE B.V.

Pleimuiden 8 A 1046

AG Amsterdam

The Netherlands

a Dutch corporation

("Rico")

and

FRANCISCUS C.V.

Pleimuiden 8 A 1046

AG Amsterdam

The Netherlands

a Dutch corporation

("Franciscus")

FVG B.V.

Pleimuiden 8 A 1046

AG Amsterdam

The Netherlands

a Dutch corporation

(the "Seller")

WHEREAS;

A.       Buyer, a company trading on the OTC Bulletin Board, directly and through one or more subsidiaries, intends to engage in the development, acquisition and management of real properties throughout the world.

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B.            Seller is a real estate company that buys and sells investment grade properties in the Netherlands and Germany. The Seller owns one hundred (100%) percent of two Dutch corporate subsidiaries, Emile-Staete B.V., and Rico-Staete B.V., and is the managing general partner of a Dutch limited partnership Franciscus C.V.

C.            Emile owns six properties in the Netherlands consisting of a property at Mijlweg 7 in Vianen appraised at € 3.100.000,00 (see schedule B attached and incorporated herein by reference); at Berenkoog 53 in Alkmaar appraised at €1.600.000,00 (see schedule B attached and incorporated herein by reference); at Einthovenstraat 1 c.a. in Alkmaar appraised at € 7.900.000,00 (see schedule B attached and incorporated herein by reference); at Keulsekade 216 in Utrecht appraised at € 4.200.000,00 (see schedule B attached and incorporated herein by reference; at Edisonweg 9 in Woerden appraised at € 905.000,00 and fifty (50%) percent of De Schans 1802 in Lelystad appraised in total at € 2.900.000,00 (see schedule B attached and incorporated herein by reference).

D.           Rico owns one property in Emmerich, Germany at Tackenweide 12 appraised at € 4.750.000,00 (see schedule B attached and incorporated herein by reference).

E.            Franciscus owns one property in Hilversum, in the Netherlands at Fransiscusweg 10 appraised at €18.750.000,00 (see schedule B attached and incorporated herein by reference).

F.            Together the properties owned by the Seller are appraised at Forty Two Million Six Hundred Fifty Five Thousand (€ 42.655.000) Euros or approximately Fifty Four Million Five Hundred Ninety Eight Thousand Four Hundred ($54.598.400) Dollars using a conversion of $1.28 to €1,00 and carry a mortgage of Thirty Two Million Nine Hundred Twenty Two Thousand Ninety Nine (€ 32.922.099) Euros or approximately Forty Two Million One Hundred Thirty Three Thousand Seven Hundred Nineteen ($42,133,719) Dollars using a conversion of $1.28 to €1,00 for a net appraised value of Nine Million Seven Hundred Thirty Two Thousand Nine Hundred One (€ 9.732.901) Euros or approximately of Twelve Million Four Hundred Fifty Eight Thousand One Hundred Thirteen ($ 12,458,113) Dollars using a conversion of $1.28 to €1,00.

G.           The parties hereto deem it to be in the best interest of each of them that Buyer purchase 100 percent of the issued and outstanding capital stock of Emile and Rico, and 100 percent of the assets of Franciscus from the Seller, and generally succeed to the business of the Seller, all pursuant to such terms, provisions and conditions as the parties hereto shall agree.

NOW, THEREFORE, WITNESSETH, that for and in consideration of the premises and of the mutual promises and covenants hereinafter set forth, the parties hereto agree as follows:

1.1          Buyer agrees to a merger by purchasing from Sellers and Sellers agree to sell, assign, transfer and deliver to Buyer 100 percent of the issued and outstanding capital stock of Emile and Rico, and 100 percent of the assets of Franciscus owned by Seller (Collectively, the "Real Estate Companies").

1.2           The purchase and payment for the Real Estate Companies by Buyer shall take place at the time and in the manner hereinafter provided, and the sale, assignment, transfer and delivery of the Real Estate Companies by Seller, shall take place on the Closing Date at the Closing as those terms are hereinafter defined, subject to the fulfillment of the conditions hereinafter provided.

a.            On the Closing date, Seller shall assign, transfer and deliver the Real Estate Companies to the Buyer.

1.3          To comply with Dutch legal and tax requirements, this transaction shall be treated under Dutch laws as a merger of the Buyer and the Real Estate Companies.

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2.            PURCHASE PRICE .

2.1           The aggregate purchase price of the Stock shall be Fourteen million Nine Hundred Thirty Nine and One Hundred Thirty Seven (14.939.137) voting non registered common shares of the Buyer valued at $1.00 per share payable in accordance with Schedule A attached (the “Purchase Price”) of which Nine Million Seven Hundred Sixty Three Thousand Five Hundred Ninety Eight (9,763,598) voting non registered common shares are payable at Closing, and the remaining Five Million One Hundred Seventy Five Thousand Five Hundred Thirty Nine(5.175.539) voting non registered common shares are payable at a later date mutually agreed by the parties herein subject to approval of the Dutch tax authorities and subject to negotiation on renegotiation of existing debt.

Buyer hereby represents and warrants that (i) Buyer is a duly organized and validly existing corporation under the laws of the State of Delaware, (ii) the execution, delivery and performance of this Agreement by the Buyer has been duly authorized by all necessary corporate action, (iii) this Agreement is a valid and legally binding obligation of the Buyer enforceable in accordance with the terms hereof, (iv) no governmental authorization, approval, order, license, permit, franchise or consent and no registration or filing with any governmental authority is required in connection with the execution, delivery or performance of this Agreement by the Buyer.

Sellers and the Real Estate Companies hereby warrant and represent to Buyer that, as of the date hereof, the following statements are true and correct.

The Real Estate Companies is (a) duly organized, validly existing and in good standing under the laws of The Netherlands; (b) has full legal power to own all of its properties and carry on its business as it is now being conducted; and (c) is qualified to do business in each of the jurisdictions in which it operates and the character of the properties owned by the Real Estate Companies or the nature of the business transacted by the Real Estate Companies do not make qualification necessary in any other jurisdiction or jurisdictions.

Seller has full right, power and authority to sell, transfer and deliver the Real Estate Companies owned by the Seller to Buyer in accordance with the terms of this Agreement, and otherwise to consummate and close the transaction provided for in this Agreement in the manner and upon the terms herein specified.

At or prior to the date of this Agreement, Seller has delivered to Buyer financial statements of the Real Estate Companies as of July31, 2006, comprising Schedule D hereto, and said internal financial statements, including the related notes and explanatory notes, present fairly the financial position of the Real Estate Companies at the date thereof and the results of its operations for the periods therein indicated, in conformity with generally accepted accounting principals applied on a basis consistent in each case with that of the preceding year.

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4.            PERIOD SINCE MOST RECENT FINANCIALS .

From the date of the most recent reviewed internal balance sheet included in Real Estate Companies’ Schedule D Financials, they have:

4.1           Not suffered any material adverse change in its financial condition, assets, liabilities or business.

4.2           Not affirmatively waived, canceled or compromised any of its rights, debts or claims of substantial value.

4.3           Not issued any additional shares of stock, rights or options to purchase or convert into such stock, or other securities.

4.4           Not made any distribution to its shareholders, as shareholders, of any assets, by way of dividends, purchase of shares or otherwise.

4.5           Not mortgaged, pledged or granted a lien or encumbrance on any of its properties or assets.

4.6           Not sold or transferred any of its assets, tangible or intangible, except motor vehicles and except inventory and other assets sold or disposed of in the ordinary and usual course of business.

4.7           Not incurred any extraordinary losses, within the meaning of generally accepted accounting principles, and/or incurred or become liable for any obligations or liabilities except current liabilities, within the meaning of generally accepted accounting principles, incurred in the ordinary and usual course of business, or made any extraordinary expenditures, within the meaning of generally accepted accounting principles, other than for the purchase of motor vehicles and for additions and betterments to existing plant, equipment and facilities.

4.8           Not increased the rate of compensation for any of its officers or directors nor for any executive employees, except as may be in accord with past practices and in the usual and ordinary course of business of the Real Estate Companies.

4.9           Not experienced any material adverse effect on its business, properties and assets as the result of any fire, explosion, earthquake, flood, drought, windstorm, accident, strike, embargo, confiscation of vital equipment, material or inventory, cancellation of contracts by any domestic or foreign government, or any agency thereof, or customer whose business with seller represents 5% or more of sellers gross revenue, riot, activities of armed forces, or acts of God or the public enemy.

4.10         To the best knowledge of Seller, it not incurred any liabilities, contingent or otherwise, except those stated in the balance sheet of the Real Estate Companies as of July 31, 2006, comprising Schedule D, or described in any notes accompanying said balance sheet, those referred to in Schedule C hereto, and current liabilities incurred in the ordinary and usual course of business since the date of the said balance sheet.

Rico and Emile (a) are authorized by their charter and applicable law to issue capital stock of this type; (b) has no issued and outstanding s