Due Diligence Report for Jasmine Project – Neama

Bay- Sharm el Sheikh

 

Land Plot Legitimate Owner LACOSTE COMPANY FOR TOURISM
Complex Brand (Commercial) Name JASMINE
Authorized Representative Engineer/ Gamal Ahmad Aly
Report Date 3 / January / 2010

 

This due diligence report was prepared by EdgeBridge Law Firm (Zeiad Yehia), according to the request of LACOSTE COMPANY FOR TOURISM and Sharm el Sheikh Real Estate Agency. It aims to illustrate the legal situation, and verify the legal validity of the premise. EdgeBridge Law Firm has prepared this report after perusing the relevant governmental documents which are elucidated in details in the report, with no liability on EdgeBridge thereof.

 

 

Legal Facts:

 

A) Legitimate Owner and Deed Evolution: [FIGURES A, B, and C]


Dated as of Saturday the thirtieth of August 2008, a usufruct contract had been issued by the governorate of South Sinai, contracts' division. The contract has acknowledged the sale of usufruct right for 99 years on the below-mentioned land plot, subject-matter of the residential project bearing the commercial brand name "JASMINE". The purpose of assigning the land plot to The Company was defined in Article (8) in the contract as "Establishing a Tourism Resort / Village".

 

The Company is thereby responsible for real estate tax and other revenues due to the state.

 

The Company, according to Article (9) of the contract is liable for the project's utilities (roads, deflation and drainage, water, telephones) and other utilities at its own expense, without a governmental support.

 

The official contract had defined the land plot subject-matter of transaction as follows:

 

Of a total area equals to 40,000 m² (Forty Thousands Square Meters), defined as plot (B9), Neama Bay Hillock, and whose boundaries are defined as follows:

 

Northern Boundary: The sum of lengths of 145.55 m, restricted by a paved road, followed by a road, and then followed by the Arabian Real Estate entity.

Southern Boundary: The sum of lengths of 106.99 m, restricted by a paved road, followed by a road, and then followed by land plot number (8).

 

Eastern Boundary: The sum of lengths of 268.5 m, restricted by an off plan road, followed by another off plan road, and then followed by the land plot number (A9).

 

Western Boundary: The sum of lengths of 334.38 m, restricted by a road, followed by another road, and then followed by the Sharm Dreams entity.

 

[FIGURE A]


[FIGURE B]

[FIGURE C]

 

B) Amendment of Deed: [FIGURE D]

 

Dated as of 2 / November / 2008, a new contract was issued by South Sinai Governorate, amending the previous contract dated as of 30 / August / 2008, acknowledging the period granted by the government to obtain the building license to be 6 months after issuing the latter contract. The amended contract has also extended the constructions' time period for the project to be two years starting as of the date of the new contract.

 

[FIGURE D]


Purchase Price:

 

The Purchase Price for the entire transaction concluded between the government and LACOSTE Company was defined as Three Millions and Five Hundred Thirty Four Thousands and Three Hundreds Egyptian Pounds.

 

 

C) Developer, Official Engineer, Authorized Representative, and Designing Engineer: [FIGURES E and F]

 

LACOSTE COMPANY FOR TOURISM is the project’s official developer.

 

The official engineer for design and supervision is Eng. Mahmoud Abdelhameed el Mahraqy.

 

LACOSTE COMPANY FOR TOURISM is a joint-partnership company established under the companies' private law.

 

The Company is holding commercial register number (9600) issued by the Commercial Register Entity in Tur Sinai, and the serial number of the said company is 4710070.

 

The Company's headquarters was initially defined as Mansheyyet Noor, Building number (28), Tur Sinai, South Sinai, Egypt. The headquarters' address was later amended to land plot number (9B), Neama Bay Hillock, Sharm el Sheikh City, South Sinai Governorate, Egypt.

 

The commercial register had defined the following persons as authorized representatives for the Company:

 

Partners (Stage 1):

 

A- Mr. Hussein Ouda Awwaad: Joint Partner.
B- Mr. Aly el Sayed Mostafa Ahmad: Manager and Joint Partner.

 

Partner (B) was defined as the official representative of the company, and thereby the said partner had the right to sign on the company's behalf against governmental utilities and third parties, and had the right to delegate others for these purposes. Actions that may result in transferring ownership or diminishing the ownership rights such as mortgage had required both parties' signatures jointly.

 

Partners (Stage 2):

 

Modifications in partnership positions have taken place in the company's commercial register. The modifications are described As follows:

 

A- Mr. Hussein Ouda Awwaad has parted the company.
B- Mrs. Ola Ahmad Aly: Joint Partner.
C- Mrs. Somaya Ahmad Aly: Joint Partner.
D- Eng. Gamal Ahmad Aly: Manager and Joint Partner.
E- Mr. Aly el Sayed Mostafa Ahmad: Manager and Joint Partner.

 

Right to administer is granted to the first and third parties, jointly or separately, and they are granted the right to represent the company against third parties and governmental utilities. The said partners are also granted the right to delegate others via a power of attorney to accomplish the aforementioned tasks.

 

The right to dispose of ownership, sell, arrange mortgage, or any other actions that may result in diminishing the ownership is granted solely for Eng. Gamal Ahmad Aly. The latter partner is also granted the sole right to represent the company in advertisements, marketing, and relevant financial agreements.


The Company’s purpose was defined in the commercial register as:

 

A- Providing all tourism services.
B- Establishing tourism and hotel developments.

 

The Company is licensed to operate for 10 years commencing on 25 / April / 1989 and expiring on 24 / April / 1999. The operating period is automatically renewable according to the commercial register. The company has obtained its license to start the trade operations as of 30 / October / 2007.

 

 

[FIGURE E]

[FIGURE F]


D) Building Permission / License: [FIGURE G]

 

The official permission was issued by South Sinai Governorate, Permissions Department, as of 6 / April / 2009.

The permission is registered under number 3234 / 7. The License number is 43 of 2009.

 

The official license had defined the permitted constructions as follows:

 

I- Hotel Establishments:

1- Reception Building.
2- Commercial Mall.
3- Sports Building.
4- Restaurants Building.

 

The above mentioned buildings are to consist of Basement, Ground Floor, and First Floor.

33 Hotel rooms' buildings, of total amount of hotel rooms equal to 256 rooms, built on ground and first floors.

 

 

II- Residential Establishments:

16 Villas (Buildings) built on two floors and 4 security rooms.

All buildings are to be completed as of 29 / August / 2010.

 

[FIGURE G]

C- Taxation:


EdgeBridge has perused the Tax ID of the developer. The Tax ID had not shown any delayed taxes due on the developer to the government.

 

End of report.

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