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ASSET AND BUSINESS ACQUISITION AGREEMENT
This ASSET AND BUSINESS ACQUISITION AGREEMENT (this "AGREEMENT")
is entered
into as of May 26, 2007 and comes into effect on the same day by
and between
the following two Parties:
(1) Company Name: Foshan City Nan Hai Luo Village Lian Sing Jiu
Da
Plastic Powder Factory ("LAO")
Owner: LAO, Ka Liang
China
ID Card: ZD: -----------------------
Type of
Business: Sole Proprietorship
Business: No. 4, Dong Yi Qu, Lian Sing, Luo Cum Town, Nan Hai
District,
Address: Foshan City, Guangdong Province, PRC
(2) OBN Holdings Inc, a US Public Company trading under the
symbol (OTC: OBNH) duly incorporated and validly existing
under the laws of Nevada, USA ("OBNH").
WHEREAS: LAO owns the assets, and business (the "PLASTICS
COMPANY") which
are verified for the purposes of this transaction on the true
financial
statements of the aforementioned company under US Generally
Accepted
Accounting Principles ("GAAP").
WHEREAS: LAO shall transfer 100% of the assets and business of
the PLASTICS
COMPANY to OBNH, and OBNH shall acquire the PLASTICS COMPANY
from LAO and
transfer in return 10 million shares of OBN Holdings stock (35%
ownership
position) as consideration for this transaction. The business
operations
of the PLASTICS COMPANY do not change as regards to
administrative and
operational functions. Further funding initiatives will come
from OBNH to
ensure further growth of the PLASTICS COMPANY. Upon the PLASTICS
COMPANY'S
maturation within OBNH, OBNH shall spin-off the PLASTICS COMPANY
into its own
public vehicle (100% ownership: 90% to the PLASTICS COMPANY and
10% to OBNH)
pursuant to all US Regulatory Rules.
NOW, THEREFORE, upon friendly consultation and consideration of
the recitals,
promises and the mutual covenants and agreements hereinafter set
forth, the
Parties hereby enter into this Agreement as follows:
1. TRANSFER OF THE ASSETS AND BUSINESS CONTRACTS
1.1 LAO agrees to transfer to OBNH all equipment and assets in
relation
to the PLASTICS COMPANY at the net book value thereof as of
April 17, 2007.
OBNH agrees to acquire the PLAST
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