CHINESE BPO PROJECT COOPERATION PROPOSAL

Leo Duan Executive DirectorBeijing Vestone Capital Co., Ltd.14335 Wynhollow Downs Ln #225 Charlotte NC 28277Tel: 704-323-7284 （ USA） 01186-13901364680 (China) E-mail: duanzh@yahoo.comHttp:// www.vestone.com.cn

Contents

1 Introduction of Beijing Vestone Capital Co., Ltd. Introduction History Core partners Successful cases Testimonials2 BPO market forecast in China3 About the Joint Venture company Version Services offerings Our Values Finance & Accounting outsourcing market in next ten years in China Management team and human capital Quality management and risk control analysis Joint venture company share-holding rate4 The criteria for selecting the American partners

1 Introduction of Beijing Vestone Capital Co., Ltd.

Introduction History Core partners Successful cases Testimonials

Introduction

Beijing Vestone Capital Co., Ltd. (Vestone Capital), headquarter based on Beijing China, is a leading private investment firm with abundant experiences in business operation and management. The Private equity fund subordinated to Vestone Capital has been dedicating to investing the industry with high potential growth and supporting the excellent entrepreneur in China to develop top quality global enterprise.

History

Before Vestone Capital Corp. was formed, the owner owned and managed Beijing Suobangxinye Electronic and Technology LLC whose business covers Data storage equipments, digital camera, and digital camcorder.

Suobangxinye is the largest distributor of digital camera and camcorder in China, including Olympus, Sony, Kodak, Panasonic. Because Suobangxinye had been accredited to the exclusive distributor by Sony in China, Sony was the market leader with over 30% market share in China.

Suobangxinye is an IT high-tech enterprise with annual sales of more than $300 million, and developed from a small local company into a group company with its sales network spreading nationwide.

Through previous 14 years capital accumulation， with the boost of Chinese capital market, Vestone changes from a successful business operator into a capital investor, dedicating to a strategic partner to the growth of an enterprise.

Core partners

Mrs. Ling Zhou Mrs. Ling Zhou had worked as CEO for Beijing Suobangxingye Technology Co., Ltd. for

14 years. Beijing Sobanxinye Technology Co., Ltd. is the biggest digital products distributor in China. The company has had the strategy partnership with Sony, Olympus, Kodak, and Panasonic for 10 years.

Mrs. Zhou has abundant experiences in business operation and management. She has more than 14 years of successful experiences in running business, and has personally managed and operated an IT high-tech enterprise with annual sales of more than RMB 2 billion yuan, and initiated an enterprise from the very start, expanding it from a small local company into a group company with its sales network spreading nationwide. She not only is familiar with the business environment and modes of China, but also has profound experiences and understanding of the different development phases of enterprises.

She was awarded as ”the most successful female entrepreneur” by IT Products and Distribution in 2005

After she serves as the CEO in Beijing Vestone Capital Corp., Mrs. Zhou focuses on capital operation more than ever and looks for the new market and high return. Currently, one of investment projects is the A-share stock market in China, the return rate is over 130% per year.

Core partners

Mr. Hongbo Xie Hongbo Xie is the chairman of Beijing Vestone Capital Corp. He takes charg

e of strategy design, grasps the development trend, and decides investment field. He is good at Well planning and overall arranging. He also keep close relationship with central government, local government, C-level manager, and domestic & foreign investment banking and private equity firms.

Prior to forming Vestone, he had served as the chairman of Beijing Suobangxinye Electronic and Technology LLC for eight years. He successfully built strategy alliance partnership with Olympus, Sony, Kodak, and Panasonic as the exclusive distributor in mainland China, helping these firms distribute the digital products in China

Mr. Xie graduated from Department of Military Strategy in Chinese People National Defense University and got Master Degree in Military Strategy.

Successful cases

Beijing Suobangxingye Technology Co., Ltd. From 1997, Suobangxinye developed from a small business with only 4 empl

oyees to a leading distributor with 13 branches in China, and have the lion’s share of digital camera market in China. The sales of digital camera gradually increase between 100% and 500% annually.

With the effort of Suobangxingye, Olympus, Sony had surged to top one in market share separately, Kodak from No.6 to No.3， Panasonic from No 10 to No 4. Suobangxingye has a lot of bargain power in digital camera market in China.

The management of Suobangxinye is highly efficient, such as, the annual sales reach to $300 million, averagely $3million sales per person that was the highest one in IT product distribution market in China.

The best global partner awarded by Olympus, Sony, Kodak, nd Panasonic. From 1998 to 2005, Suobangxinye had been awarded to top 10 IT distributor

in China continually ranked by magazine “Computer World”.

Successful cases

Securities investment Currently, one of Vestone’s main investment target is Chi

nese A-Share stock market, and the return of investment is beyond 120% annually.

Testimonials

“They did very good job at the macro market analysis and ability to catch the investment opportunities. Vestone did a fully research on those public companies.”

Li Wang Senior analyst China Securities Co., Ltd.“In the private equity industry of China, the investment team of Vestone has a profound understanding about enterprise management and operation.”

Tong Pang, Partner Deutsche Bank Beijing Branch “It’s a wise decision to choose Suobangxinye as our partner when we entered into Chinese ma

rket. Their marketing team play a key role for our market share in china.” Alan Zhang, Director of North Asia Area, Kodak “Suobangxinye is our exclusive distributor in mainland China. They helped us hold the largest

market share in mainland China.” MATSUSHIMA TADANOBU General Manager Sony (China) Co., Ltd. “Their company’s market analysis report is excellent! I just read the similar market analysis r

eport when I worked as CEO in Europe before.” MATUSNAMIRITYO General Manager Panasonic (China) Co., Ltd.

3 BPO market forecast in China

In August 2007, McKinsey consulting firm issued a report regarding building China as a global BPO giant， says till 2010， revenue of BPO&ITO industry in China will gain $18 billion， and gain $56 billion to 2015.

IDC has developed a new Global Delivery Index (GDI) on July 3rd,2007, IDC forecasts that Chinese cities will overtake Indian cities by 2011 due to massive investments made ( e.g. infrastructure, English language, Internet connections, technical skills, etc) which are favorable towards offshoring

According to a leading BPO consulting firm research, 70 percent of outsourcing buyers are looking at China as their next stop after India.

China has the following advantages: value talents、 infrastructure、 cost of labor、 huge Chinese domestic market、 big scale manufacturing bases and market、 government support、lots of multinational companies established in China、 increasing domestic IT service market。

Government incentives Current tax policies aimed at supporting the establishment of software and hardware technolo

gy parks by foreign companies. Clearances and approvals in these parks occur at a much more rapid pace as compared to India

Successful experience with Japanese and Korean firms will serve as platform for attracting western countries

3 BPO market forecast in China

Indian providers increasing participation in China India providers are delivering BPO blended solutions: Voice in India,

data entry in China 80% of Indian outsourcing companies are contemplating or actively e

xecuting a China strategy– TCS- early mover with JV agreements with Microsoft and govern

ment agencies– Wipro – recently announced 2 more centers in China– Satyam putting more emphasis on China

Top 11 cities for outsourcing in China

Chengdu Dalian Beijing Hangzhou Shanghai Jinan Shengzhen Wuhan Xian Tianjin Nanjing

Shanghai

Shenzhen

Chengdu

Wuhan Hangzhou

DalianBeijing۞Xian

۞Tianjin

۞Jinan

۞Nanjing

4 About the Joint Venture company

Vision Services offerings Our Values Finance & Accounting outsourcing market in next ten years in

China Management team and human capital Quality management and risk control analysis IT infrastructure Joint venture company share-holding rate

Vision

Vestone is looking for a leading BPO service provider, industry leader or financial institution in the U.S. to establish a joint venture company and an operation center in China.

The joint venture company will become a China-based global BPO provider and will focus on financial and accounting outsourcing field with customized services that reflect detailed knowledge of Western business practices.

The targeted market are America, Europe, and future domestic market of China.

Services offerings

The company will be dedicated to providing a one-stop back-office BPO services to the Banking, Financial Services and Insurance (BFSI) Sectors. Its service offerings are catering to the specific needs of the banks, insurance companies and credit card issuing organizations.

The company also provides enterprise BPO process solutions including Finance & Accounting, Payroll and Procurement outsourcing.

Values

Client-Centered Services are aimed at adding value to our clients. Only by exceeding the client’s expectatio

ns can the company survives and grows.

Self-discipline The deliverables are the results of the coordinated efforts of the organization as whole and

each individual’s work with have a direct impact on team results. Discipline, policies and procedures guarantees the organizational efficiency.

 Quality First We have endless pursuit for the highest quality standard. Quality creates our company’s cr

edibility, brand recognition and profit.  Value Commitment Externally, we must value our service commitment to the clients. Internally, service commi

tment between the company and staff, between staff and between different departments should be our guiding principles of daily conduct.

Finance & Accounting outsourcing market in next ten years in China

The worldwide finance and accounting (FA) outsourcing market will reach $47.6 billion in 2008, growing at a 5-year CAGR of 9.6%, a new IDC study reveals. Spending on outsourcing of the transaction management function is expected to grow the fastest, at 9.8%, over the next five years.

According to a recently released IDC and Financial Insights study, financial institutions are increasingly looking to third parties to manage entire payment functions, rather than the process alone. IDC estimates that U.S. spending on payments BPO services reached $3.3 billion in 2005 and will grow at a five-year compound annual growth rate (CAGR) of 4.2% to reach $4 billion by 2010.

Chinese national Banking and Financial services market will become the largest industry vertical service market for BPO service in China.

Management team and human capital

Management Team has an experienced, globally educated leadership team. Their backgrounds include advanced U.S. degrees and American corporate experience. The team is diverse. Its members came from different cultural and training backgrounds while working towards one common goal – develop the company into a China-based world class BPO provider.

Management team

Ling Zhou Mrs. Ling Zhou had worked as CEO for Beijing Suobangxingye Technology Co., Ltd. f

or 14 years. Beijing Sobanxinye Technology Co., Ltd. is the biggest digital products distributor in China. The company has had the strategy partnership with Sony, Olympus, Kodak, and Panasonic for 10 years.

Mrs. Zhou has abundant experiences in business operation and management. She has more than 14 years of successful experiences in running business, and has personally managed and operated an IT high-tech enterprise with annual sales of more than RMB 2 billion yuan, and initiated an enterprise from the very start, expanding it from a small local company into a group company with its sales network spreading nationwide. She not only is familiar with the business environment and modes of China, but also has profound experiences and understanding of the different development phases of enterprises.

Mrs. Zhou also has strong financial and accounting background, she is assistant CPA in China and graduated from Accounting Department of Beijing Municipal College in 1992.

She was awarded as ”the most successful female entrepreneur” by IT Products and Distribution in 2005

Management team

Leo Duan Chinese lawyer and practice law in China since 1998 More than 8 years legal experience in the fields: extensive corporate,

securities and M&A legal experience; Intellectual Property procurement and strategy; Litigation of disputes involving patents, trademarks, copyrights, trade secrets, unfair competition, licenses, franchises and related antitrust matters;

Master Degree in Chinese Procedure Law from China University of Political Science and Law Beijing China in 1998

Master Degree in Intellectual Property Law from Franklin Pierce Law Center Concord NH in 2002

Management team

Jennifer Zhou More than 10 years experience in financial and accounting industry in both

America and China Hand-on accounting outsourcing experience in property management industry

in America Senior corporate accounting experience in Chinese and American public

company Advanced business process management experience in China-based

NASDAQ-listed company Senior audit Experience in both top Chinese and American accounting firms Certified Public Accountant in California Master of Business Administration focusing on Accounting from Utah State

University in 2000

Management team

Gloria Chen More than 7 years of business experience in mortgage loan processing i

ndustry in America. Senior Loan Processor at IndyMac Bank, Washington Mutual Bank and

American mortgage firm Lead Underwriter/ Loan Analyst III at WMC-GE Money Bank, Senior Underwriter in the field of Credit Risk Management at Countryw

ide Top 5 producers in WMC-GE Awarded Achievement Certificate for production excellence (top ten pr

oducers) at Consumer Direct, Washington Mutual Bank Master of Business Administration from Utah State University in 2000

Management team

Cafor Li Solid experience in SZCRM B / S system platform development, Internal ope

rating system maintenance, ICPRM B / S system platform development, Lotus Notes and the use of secondary development, Internal information systems planning and development, DC & AD VPN and the implementation of programs and planning

Project Management Experience includes: Call center construction, Companies channels Ordering System, ERP project

Bachelor degree of computer and Electronic Science, hubei university wuhan China in 2000

Labor Pool

Engl i sh- speaki ng graduate&postgraduate per year

0500000

10000001500000200000025000003000000

Ser i es1

•The English speaking Indian, Philippine and Chinese graduate pools and high unemployment rates are subjected to provide an attractive environment for offshore operations.

•Non-English speaking requirements can be supported from a variety of locations.

Resource: Alsbridge

Average Salaries

Average I TO and BPO Sal ar i es

0 20000 40000 60000 80000 100000

USA

I rel and

Mexi co

Mal aysi a

Chi na

Phi l i ppi nes

I ndi a

I TOBPO

•China and India lead traditional offshore countries in lowest average ITO and BPO salaries, but India has trend of labor cost going higher recent years.

•There is significant opportunity to dramatically reduce the cost of noncore functions by leveraging offshore labor

Resource: Alsbridge

Quality management and risk control analysis

Policy risk Economic cycle risk Environment risk Currency exchange rate risk Management risk Service quality risk Financial risk

Joint venture company share-holding rate

Vestone becomes a shareholder by way of investing cashes and intangible asset, accounts for more than 60 % of shares of new company.

American strategy partner becomes a shareholder by way of investing cashes, technology and intangible asset, accounts for less than 40% of the share of new company.

The criteria for selecting American strategy partner

We are looking for the following potential partners to build a joint venture company in China:

Top BPO provider, or Enterprises in these Industries: Manufacturing, industrial Services,

distribution, consume products & services, Restaurants, hospitality, Construction, Real estate, Retail, etc. or

Banking, Financial Services and Insurance (BFSI) Sectors

We sincerely look forward to cooperate with you and build long-term

partnership, Thank you!