Dear Sir / Madam,
I refer to the above subject matter and please find herein our application for your kind consideration as we build credibility and mutual confidence.
We are determined to dispel the myth and stigma on Africa , however we are exercising the usual caution too as our credibility is your credibility.
I shall remain discreet and diligent in my duties. Sadly it is no more what you know but who you know , I have got both qualities to my advantage including network of contacts through the African Union and some African countries.
I am available to answer any questions and I look forward to hearing from a credible investor.
Robinson Nkongonyo - Anyang
This information is private and should not be circulated to any third parties without the express permission of the sender.
REQUEST FOR FUNDING OF 1 MILLION USD.
I hereby request for funding of the sum of 1 million US Dollars to enable me set up 2Sam22 Group UK Limited and execute several projects analysed herein. 2sam22 has remained on the dormant status category with the company house in the United Kingdom because of lack of funding. A frame work of rules and best practices have been adopted to ensure accountability , fairness and transparency in our relationship with all stakeholders. This frame work will facilitate effective entrepreneurial and prudent management to deliver the long term success of 2sam22 Group UK Limited and its subsidiaries with checks and balances.
In view of the above, all staffs will be recruited as part of the work force in capacities subject to review and assessment on performance for the growth of 2sam22 Group UK Ltd as a private limited company with its subsidiaries to increase productivity and efficiency. 2SAM22 Group UK LTD will utilize experienced legal and accounting advisors to comply with international tax and legislative law.
Our vision is to be listed on the London Stock Exchange and other credible stock exchanges around the world as per the legal requirements of the UK for corporate governance to give potential investors the confidence on our responsibilities as per US FCPA Act and UK Acts on corporate governance.The business lines are Energies trading on crude oil and Liquified Natural Gas, Construction & Manufacturing, Mining , Security and Real Estate Development / property management. We shall consider the impact of climate change on all our projects.
Profile of Mr Robinson Nkongonyo - Anyang Robinson is a senior executive accomplished in integrated culture change, organizational transformation, operational improvement, and sustainability across all areas of midstream energy infrastructure. Proven results in organizational development, financial improvement, process enhancements, asset optimization, and safety improvement in rapid growth environments. Skilled in transforming under performing groups into productive, safe, sustainable organizations that contribute to bottom line performance. Cognate commercial sense and sales management experience as a former banker. (Please see my linkedIn Profile – Robinson Nkongonyo – Anyang).
Specialties: Extensive experience in operations, engineering, construction , environmental, safety, and compliance leadership positions, involving corporate and field operations management; onshore, offshore, and international project management; plant and pipeline engineering design and integrity; joint venture business relationships; risk mitigation and process improvement initiatives. Robinson's experience in business development, acquisitions and divestitures have been in the refined products pipelines and export facilities, natural gas gathering, processing and fractionation and crude oil pipeline transportation. Robinson 's trading/marketing experience has been in refined products, natural gas and crude oil. Robinson also has extensive network of entities on infrastructural construction. etc Turn Key Cement Plants and Power Plants. Extensive cognate banking experiences of over 20 years.
Duties by Mr. Robinson to the Investor:
Anticipate the Chairman and senior executives demands and issues and proactively facilitate solutions and appropriate distribution of resources and skilled professionals to add value to the Company.
·Advise the chairman and take responsibility on all matters of Human Resource management for the Company including the development and implementation of all internal Human Resource policies and processes.
·.Manage all meeting logistics with middle management team and facilitate meeting-related communications. Execute special projects and assignments through a distinct process which includes:
• Determining the objectives, timeline and priorities of the project
• Managing time and professional resources including staff
• Gaining the cooperation of others while facilitating collaboration
• Monitoring progress while encouraging out-of-the-box problem solving
• Being flexible and making adjustments throughout the project timeline.
Complete a broad variety of administrative tasks for the Chairman including but not limited to:
• Managing an active calendar of appointments
• Composing and centralizing correspondence. Head of Operations – Mr . Robinson , Project Management – German company and Project Consultant / Architect – Canadian company.
Project: AQUA CARE - RECYCLING WASTEWATER IS SAVING FRESH WATER
The second largest CONTAMINATION of Ground Water comes from SEPTIC SYSTEMS. The AQUA CARE METHOD describes an ENVIRONMENTALLY FRIENDLY Sewage Treatment System, which functions, in addition to the conventional septic method, without the need for leaching fields, therefore, avoiding the contamination of soils and 'RUNOFFS' into rivers, lakes and the sea.
This METHOD was developed by Professional Engineers under the scrutiny and in co-operation with the Technical University of Hamburg - Harburg in Germany.COMMERCIAL APPLICATIONS of AQUA CARE range from specific user requirements based on density and wherever infra structure for a central grid is not viable. New Housing Developments can be served on a block-by block basis, cost effective up to 300 heads / block. An equal cost advantage applies to temporary workers accommodations, as well as refugee housing. A German company could deliver finished product units within 3 to 4 months from FUNDING for a total estimated budget of US$ 6 M for a 5-year term of operation.
A FIRST AFRICAN Facility in NIGERIA ...................US$ 4 000 000 COORDINATION, LEGAL & SOFT COST ALLOWANCE FOR A FIRST PROJECT – ANYWHERE....................... US$350 000 – 00 (Companies in Germany and Canada) Public relations ………………. US $ 150 000 - 00 Office building / Equipments in Nigeria ……………... US $500 000 - 00 Social responsibility to the community ………… US $500 000 – 00 Salaries Expenses for 1 year for 8 staffs ……………….. US $344 500 - 00
For sundry miscellaneous expenses (Hotel accommodation, Flight Tickets etc) to attend meetings for several interactive sessions to discuss several lucrative projects for at least 2 trips at $5000 per trip in a month.The setup of a modest regionally placed facility can be achieved within 4 – 8 months due to its prefabrication via REFABREFIT, however, depending on local conditions, co-operation and access infrastructure. Each “set up “translates into eight (8) categories of sustainable employment: MANAGEMENT, PLANNING, PARTS PROCUREMENT, MANUFACTURING, ASSEMBLY DISTRIBUTION INSTALLATION SERVICE & MAINTENANCE.While Germany has all necessary infra structure with support facilities, as well as competitive products, AQUA SCARE has proven to be less expensive in every way, in addition to better recycled water quality (above 98 % improvements).
AFRICA: Given the massive re-construction and housing development objective of most of Africa's Developing Countries, for AQUA SCARE based on population and territory largess, will protect the environment for future generations, while creating sustainable employment in a very short time. NIGERIA: 1 000 000 Housing Units / Year – for the next 10 years. ( Aqua Care will support housing projects in Nigeria. Our request and budget include arranging the logistics funding of £2,465,874.70 to kick start operations by opening accounts, set up offices and staff in the United Kingdom in preparation to start construction of project. The office will be the hub of coordinating activities on projects / sites outside the UK. The budget is to cover expenditure for three years on salaries for 8 staff, rent deposit, initial rent , service charge , building insurance , IT equipment , office refurbishment and partitioning , office furniture, solicitors legal charges , retainer fees for opening accounts , and miscellaneous expenses.
This office location meets all our security requirements, close to Heathrow Airport (20 minutes) / RAF Northolt Jet Centre Premier Passengers Service for private jets (30 minutes) , logistics in and out of London for crucial board meetings with investors as we progress on the construction of Plants. The floor is 4086 square meters consist of a board room, 8 offices, equipment room, additional open floor office that can accommodate 12 desks, staff canteen, lobby / lounge / lifts from underground car park and 7 car park spaces and we shall be on the 4th floor with a pent house.
A proactive investor will also benefit from the advantages of having a head start over their competition. Investment opportunities includes Bitumen Industry , Granite Industry , Rubber Processing , Haulage Services ,Wood products , Cement and Marble Manufacturing.There are opportunities existing for large scale agricultural production and processing and reviving moribund production and processing plants. 2sam22 is committed to providing quality manufacturing and industrial construction plants. We commend initiatives to achieve improved infrastructural development in Africa. Sustainable development is an integral part of 2sam22 corporate strategy and governance practices. In collaboration with local businesses we will work on developing humanitarian propositions that address social and environmental issues affecting the regions we work in.
There are lucrative government incentives available and the collateral to back up any investment from the Federal Government of Nigeria includes:
1) Central bank Foreign Reserve backed by Sovereign Guarantee Letter
2) Oil Reserve / Crude oil Swap deals
3) Gold and other mineral Reserves.
Please find below the road map for a start up in one of the states in Nigeria and other African countries will follow suit from the Nigerian model. (Angola, Ghana, Liberia and South Africa)
Benefits ; One of the collateral from the Nigerian Government will be Sovereign Guarantee Letter by the Central Bank of Nigeria domiciled on one of the first 25 banks in the world and Crude Oil deal swaps for investors with links to refineries. The Sovereign Guarantee letter from the presidency is presentable to banks in Europe or US to raise funds for projects but the projects must be executed for Nigerians to create Jobs opportunities.
Nigeria’s foreign reserve is over 33 Billion USD. We could process for between 1 billion to 3 billion USD in favor of any of your partners / associates who are interested to invest in Nigeria. Please kindly release their names, bio pages of passports and profiles of their companies for invitation letters from the Presidency.
The Presidency has requested for me to open a standard business office in the UK, this will require a budget presentation to the investor after receiving the invitation letter for the investor.
· Investor signs MOU with Mr. Robinson.
· Investor to support Mr. Robinson with a budget to register and open a company in Nigeria.
· Investor to own 40% of shares of registered private limited company in Nigeria and appoint directors for the company. 60% must be Nigerians.
· Investor will be the Chairman of the board.
· Head of Operations – Mr . Robinson
· Project Management – German company
· Project Consultant / Architect – Canadian company.
Sir the cost of incorporating 50 million naira ($150 000) private limited company in Nigeria is + professional fee is roughly $5500 and registration will be ready within maximum of 6 weeks.
Private Limited Company (Ltd) in Nigeria. ( As part of local content policy of the government)
A private limited company is a legal entity in it own right, separate from those who own it, the share holders. The limited liability and simplicity of running the private limited company makes it the most common of registered business in Nigeria. As a shareholder of a private limited company, the shareholders personal possessions remain separate (unless they are secured against the business for borrowing), and the shareholders risk is reduced to only the money they have invested in the company and any shares the shareholder holds which has not be paid for.
Limited liability companies are also considered prestigious by other companies and the general public due to its legitimate nature and the way important information is recorded at the Corporate Affairs Commission. Anyone wishing to do businesses with a limited liability company can verify who is connected to the company and also the financial status of the company by paying the Corporate Affairs Commission a small fee. The level of transparency is very beneficial in terms of build public confidence in the company.
The very minimum requirements are:
- The company must have a registered office in Nigeria
- The company name must not be exactly identical to any other company name currently held in the registry of the Corporate Affairs Commission.
- At least twenty five percent of the authorised shares must be allotted at incorporation.(50 million naira ($150 000)
- At least two people above the age of 18 must subscribe to the memorandum and articles of association.
- The total number of members in a private limited company must not exceed 50, not including those who are bona fide in the employment of the company.
- The authorised share capital shall not be less than 50,000 million naira.
Gold is associated with the northwest, central and southwest regions of Nigeria, although there are smaller occurrences beyond these major areas. The preliminary exploration and identification of deposits which is still ongoing, has confirmed ten sites to be holding reserves of over 600,000 ounces of high quality gold. Till date, over 30 licences have been issued to cooperative societies and companies for mining of gold in the country. Most of the concessions are still at the exploration stage. The recognition of the above minerals as priority is not a definite indication of the non-commerciality of other minerals. Other non-priority minerals have been discovered in commercial quantities across Nigeria. For example, a unique and high grade deposit of Nikel (native nickel appearing in sizes of up to 5 mm, at about 90% pure nickel) was discovered in Kaduna State, one of the states in the northern region of Nigeria, by Comet Minerals - a private Australian mining company. The total deposit / reserves at this site is estimated to be over 40 million metric tonnes.
A mining title can be granted to an individual, a company or a co-operative. The grant of exploration licence or mining lease could be by competitive bidding or on individual request. In a competitive bid, the government consolidates various mineral locations into blocks, and offer the blocks for sale to all investors with sufficient financial and technical capabilities to carry on mining operations.
The bidding procedure will normally include:
• An advertisement in both local and international media
• Data room due diligence process
• Receiving Expression of Interest (EOI)
• Selection of preferred investor
• Communication of selected investors to the National Assembly Committee on Solid Minerals.
• Offer of the mineral title.
Reconnaissance permits (RP) This permit is awarded to individuals, incorporated companies and mining co-operatives. Its duration is for one year and is renewable annually. The permit confers on the holder the non-exclusive right to search for mineral resources and the area covered is not limited. However, drilling and other subsurface activities are not permitted.
4.2 Exploration Licence (EL) The licence is awarded to incorporated companies, mining co-operatives and holders of RP in respect of a mining area. This has a duration of 3 years, renewable for 2 further periods of 2 years each (i.e., it shall not exceed 7 years).
It confers on the holder the right to explore [discover, determine the characteristics and evaluate the economic value of mineral resources] on an exclusive basis for all mineral resources within the title area (established zone only). The mining activity is restricted to specified minerals. The holder is allowed to remove, conduct bulk sampling and testing, export and sell mineral resources not exceeding established limits and the mining area is not more than 200sq km consisting of one contiguous polygonal area.
4.3 Small-Scale Mining Lease (SSML) The licence is awarded to individuals, incorporated companies, mining co-operatives and holder of exploration licence in respect of a mining area. The holder of the lease has the exclusive right to carry out small-scale mining operations [mining operations involving low-level technology or methods not requiring substantial expenditure] within the title area. The mining area is greater than 5 acres but less than 3 Km.
4.4 Mining Lease (ML) The licence is awarded to an incorporated company or any legal entity that has met the conditions for the issuance, in respect of a subject area of application, holders of EL and SSML. All mining leases are for 25 years, renewable for a maximum period of 20 years. The holder has the exclusive right to carry out all mining operations within the mining lease area. The land area is determined in relation to the ore body defined in the feasibility study and additional area for working of materials. The holder also has the right to market, sell, export or otherwise dispose mineral products from mining, and the right to use water, wood, etc found on land.
4.5 Quarry Lease (QL) The licence is awarded to individuals, incorporated companies, mining cooperatives and construction companies that need to extract minerals for own use and holders of EL. Minerals usually quarried include gravel, asbestos and gypsum amongst others. QL confers the exclusive right to carry out quarry operations within the lease area. The holder has the right to remove and dispose any quarried mineral specified in the lease. The quarry area is less than or equal to 5sq km.
4.6 Water Use Permit (WUP) Exclusive right to obtain and convey water and/ or occupy land for the conveyance of water. The permit is usually granted to holders of EL, ML, QL and SSML. The WUP is for the duration of the original licence granted. An individual or a company can make an application to the MCO for a licence to explore for a particular mineral of interest. The requirements for applying for a mineral title are summarized in the Appendix below.
4.7 Transfer of Mineral Title Mineral titles, with the exception of RP, are transferable under the Act, subject to the approval of the Minister and registration of the transfer with the MCO. Rights arising from a mineral title that are transferable under the Act can be wholly or partially assigned, sub-leased, pledged, mortgaged, charged, hypothecated or subject to any security interest. The approval of the MCO shall not be required for an assignment to an affiliate, where the obligations of the affiliate are guaranteed by the assignor or by a parent company. All mining titles are not universal in nature. A licence only grants approval to explore and produce the mineral stated thereon. If an additional mineral is discovered within the licence area, the licencee is expected to notify the MCO, and seek approval to explore and produce the additional mineral (except for designated security mineral).
BENEFITS OF PIONEER STATUS INCENTIVE
Tax holiday: This enables the company to make reasonable levels of profit within its formative years or initial period of expansion. The profits made are expected to be ploughed back into the business.
Tax free dividends paid during the tax holiday: Dividends are the returns payable to investors/shareholders of a company. These dividends are subject to withholding tax (WHT) before distribution to investors/shareholders. The WHT deducted from the dividend, reduces the amount received by the investors/shareholders. When a company has pioneer status, these dividends are not subjected to WHT. As a result, the investor/shareholder receives the full amount of dividends due.
Capital allowances and Tax Losses: Capital allowances are tax deductions allowed on the costs of a company’s assets. These deductions are granted in lieu of depreciation. They are used to reduce a company’s profits which may be subject to tax, thus reducing the tax payable. Where a company has pioneer status, its profits are not subject to tax, so it is not advisable to use its capital allowances to reduce its profits. The pioneer status provisions allow for these unutilized capital and losses to be carried forward. This way, qualifying companies are entitled to further years of tax relief when their period of pioneer status expires. This incentive is one of the many incentives available to encourage investment in the Nigeria. In order to take maximum advantage of this incentive, it is advisable that an interested company applies for this incentive when its profits are on the increase or when it anticipates that its profits will increase and would like to maximise the returns to investors/shareholders.
This is why we have set out plans to open the Parent Company – 2SAM22 in Switzerland because the corporation tax is 8.5% and subsidiary is 2SAM22 UK Limited. Short Term core business lines – Trading and Brokering of crude oil, other petroleum products and Liquified Natural Gas. Opportunities: At the moment from our network of contacts with the NNPC and Nigerian government are available allocations on CIF / FOB delivery on Bonny Light Crude Oil and LNG. The discount is very lucrative from the Federal Government of Nigeria. We have the opportunity of selling allocations belonging to some major players in the corridors of power and NNPC / Government in addition to 2SAM22 getting its own allocations on crude oil and LNG. Long Term core business lines – manufacturing and construction: We have the opportunity of building 20 000 TPD CEMENT PLANT because of abundant limestones that will last over 50 years in Nigeria. Construction of plant is about 950 million Euros from a German Supplier as requested by the Nigerian Government on BOT arrangement for a minimum of 15 years and we shall have as collateral sovereign guarantee and CRUDE OIL SWAPS AS COLLATERAL as the foreign reserve of Nigeria is over 33 Billion USD.
SUGGESTED ROADMAP FOR NEXT STEPS
Due to previous experiences with investor groups, it is important to focus on the following: -
1. Please provide a company profile of your company.
2. Please indicate what are the barriers to visiting the country to validate the documents?
3. Please indicate when you intend to visit the Country and a profile of your team.
4. Please indicate the proposed Investor’s capacity to meet the costs of these projects.
5. Please express your interest to engage.
6. The focus should be to pick up the letter of invitation – rest for discussion.
What are the Security arrangements for Investor Group?
The Army Commander in charge of Joint Task Force made up of 600 soldiers for the relevant state and the Commissioner of Police will provide security and all costs incurred by the Federal Government - not by the Investor. The security agencies are equipped to respond appropriately to social conflicts as and when they arise. Also, the Ministry is strengthening the operations of the Mines Surveillance Task Team to tackle the challenges of illegal mining. Security concerns are, therefore, not of the magnitude that should discourage investors in the Nigerian mining sector.
Illegal mining and community challenges: There are pockets of Illegal mining activities in some of the regions, with attendant risks and community challenges. However, with the enactment of the Mining Act, foreign investors with the necessary permits and licences are guaranteed unfettered operation of their legitimate business in the country. Furthermore, the Ministry is putting in place a framework for a single point of engagement with host communities, involving the respective state governments. The Ministry is also working with State Governors to revive the Mineral Resources and Environment Management Committee (MIREMCO).
What are the Flight and Hotel arrangements if Investor Group visits?
As PREVIOUSLY agreed, the Investor Group will meet the flight inspection visit to the country.
Aim is to visit the state and Cabinet, Community leaders and inspect site as per approved land survey and view all the respective title and license documents with respective Government agencies.
Please find below our proposed itinerary for your kind consideration from the 15th to 21st of November 2021.
· Sunday. - Arrival at Abuja International Airport.
· Monday – Private meeting with His Excellency the Vice President of Nigeria.
· Tuesday - Visit to Aso Rock Villa with the Vice President of Nigeria Team to meet with his Excellency President Muhammadu Buhari.
· Wednesday - To kick start negotiations / signing of MOU Agreements / other documentations / release of road map for the construction of plants / projects.
· Thursday - Conclusion of negotiations at tripartite meeting with representatives of the Federal Government of Nigeria for acceptable collateral.
· Friday – Presentations by technical experts to the committee set up by the Federal Government of Nigeria.
· Saturday - Departure from Abuja Nigeria to different destinations.
Our goal in pre-empting this step is to eliminate all doubts of capacity and legitimacy. Moving forward, we propose the following.
Mr. Robinson is to travel to Abuja Nigeria to process invitation letter within 3 weeks from the date of travelling from London Heathrow. Mr. Robinson and his lawyer Mr Jonathan Woodbridge will visit investor and his lawyer to sign MOU, NCNDA, Joint Partnership Agreement or vice versal etc. Please kindly note that original copy must be delivered face to face at TTM in exchange for MOU , NDNDA , Joint Partnership Agreement with investor because letter will carry the seal of the President of Nigeria and must not be sent by courier for fear of hijacking letter by fraudsters.
Step 1: Investor to release LOI addressed to Federal Government of Nigeria c/o 2sam22 UK Group Ltd and preparation of Term Sheet with 2SAM22 UK Group Ltd.
Step 2: Investor to Submit a RWA letter and Proof of Fund; 1:1 with the required amount, meaning 100% funding of projects for same value of Sovereign Guarantee . Please kindly note that the Federal Government would be very pleased to accommodate a higher value if possible because of several other projects.
Step 3: A financing contract will be signed between the investor and 2SAM22 Group UK Ltd with all terms and conditions.
Step 4: . A Tabletop Meeting will be held to apportion the fund and create a comprehensive disbursement schedule.
Request for Logistics : For the sum of Thirty Thousand USD ($30 000 – 00) , being amount needed to cover Public relations at the Presidency in Nigeria ($15 000 – 00) to process invitation letters for prospective investors and ( $15 000 – 00) for sundry miscellaneous expenses (Hotel accommodation , Flight Tickets etc) to attend meetings for several interactive sessions to discuss several lucrative projects in Nigeria on behalf of the investor.
POTENTIAL INVESTOR GROUP SITE VISIT
1 – Prepared to Issue “Letter of Interest .
2 – Incur own Flight Costs and all local costs for Hotel/Food.
3 – Initial Team may be 1 to 5 persons subject to above documents being seen.
4 – Full Team will comprise of 3-5 experts.
5 – Duration of Stay subject to above documents being released but probably less than 10 days.
KICKSTART PROJECT – Due Diligence by Potential Investor
The potential Investor has stated that they will visit the country and inspect the sites subject to the following framework :-
1 - Document : Federal Government licence – Investor need to view it.
2 - Approval License for mining – to be processed .
3 - Pre-Feasibility Document – Investor will also conduct their own report for comparison with government version.
4 - Environmental Impact Assessment Report - Investor will also conduct their own report for comparison with government version.
We confirm that all the above reports are available but due to restricted access to commercially sensitive information, it can only be released for viewing to credible investor groups who are have the capacity to invest in the Project. We encourage potential Investor groups to visit the country and meet the respective agencies to validate any documents with their respective experts to boost their own confidence and reach a commercial decision to invest.
FORMAL INVITATION FROM 2SAM22 GROUP UK LTD.
The Presidency issues formal invitation to the potential investor group to visit the country to seek confidence in this project to exploit this business opportunity subject to his or her own corporate due diligence process.
We respectfully suggest the potential Investor Group to engage as follows :-
1. Credible Investor issues Letter of Interest for the Project and associated opportunities.
2. Propose a JV agreement framework and mutually sign an MOU agreement.
3. Agree framework of due diligence and agree roadmap to realize the Project in Stages.
4. It is expected that the Investor appoint Financial Controllers to monitor the Investor funds.
5. All other Projects will be available for consideration as JV technical/financial partners.
We look forward to your formal response to this document and thank you as we look forward to a mutual beneficial business relationship.
If given the opportunity by a credible investor , we will provide philanthropy, training and employment opportunities as we will use our creative expertise and socio-cultural knowledge and work with teams with creative solutions for all the most challenging problems in view of their infrastructural initiatives.
For your reference my lawyer can provide attestation letter to substantiate our genuine intentions for humanitarian projects. Jonathan Woodbridge LLB(Hons) BFP FCA Chartered Accountants Tel. +44 (0) 208 133 1720 Mobile UK 07860 237718 email [email protected]
Accordingly, the focus is on skills development to maximize individual potential and empower the people where we shall operate to achieve good returns on investment. We do appreciate your very busy schedules to accommodate us with your team to achieve humanitarian projects in Africa. On behalf of all the prospective stake holders and EPC technical partners, I would like to thank you for your anticipated understanding of our circumstance as we work together to achieving fame and legacy for the good loving people of Africa.