SALE AND PURCHASE AGREEMENT OF BCH BEHEER B.V.
This Agreement is made on the 30 th day of December, 2008;
Arvana Inc, a company organized under the laws of Canada with registered offices at Suite 2610, 1066 West
Hasting Street, Vancouver, B.C. V6E 3X2, Canada (hereinafter the “Seller”);
Nazleal S.A. , a company organized under the laws of Switzerland, with registered offices at Talstrasse 20,
Zurich CH-8001, Switzerland (hereinafter the “Purchaser”).
The Seller owns 100% (one hundred per cent) of the ordinary shares (hereinafter the “Shares”) equal to 360
(three hundred sixty) ordinary shares, numbered 1 up to and including 360, in the share capital of BCH Beheer
B.V. (hereinafter referred to as the “Company”), a company organized under the laws of The Netherlands, with
its registered office at Oudegracht 202, 1811 Cralkamaar, The Netherlands, each ordinary share with a par value
of €50.00 (fifty euros), being the entire issued and paid up capital of the Company.
The Seller wishes to sell to the Purchaser and the Purchaser wishes to purchase the Shares.
Now therefore in consideration of the premises, the parties agree as follows:
Article 1- Purchase of Shares
The Seller agrees to sell, assign and convey to the Purchaser, and the Purchaser agrees to purchase, acquire and
accept from the Seller, the Shares.
Article 2 – Purchase Consideration
The Purchaser agrees to purchase the shares from the Seller for consideration of €1.00 (one euro), which the
Seller acknowledges as having been paid. Upon legal execution of this agreement, the Purchaser assumes all
debts, obligations, and guarantees of the Company, and responsibility for the corporate income tax of the
Company, subject to the Seller’s warranties and representations. The Seller agrees to reimburse the Purchaser
for the Company’s liabilities as at December 30, 2008 in the amount of €20,000.00 (twenty thousand euros),
such amount considered to be the full amount due to the Purchaser for assuming all of