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Tonwei Group of Companies Confidential Document

FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

Reg No. 459-907

FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN


EXECUTIVE SUMMARY (Phase 1 & 2)

(GENERAL COMMENTS ON THE COUNTRY & PROJECT BACKGROUND)

CONSTRUCTION

OF

TONWEI OIL REFINERY


BAYELSA STATE, NIGERIA

PREPARED BY:

FOR

TONWEI GROUP OF COMPANIES

August 2006

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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Tonwei Group of Companies Confidential Document

FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

Table of Content

EXECUTIVE SUMMARY / BUSINESS PLAN SUMMARY


I. STATEMENT OF WORK ……………………………………………………………………………… 5

II. BACKGROUND ………………………………………………………………………………………… 6

• REGIONAL ECONOMIC DATA ……………………………………………………………… 7

• INDUSTRIAL CONSIDERATIONS …………………………………………………………. 8

III. MARKET FEASIBILITY/SUPPLY & DEMAND (See INCOME STATEMENT p.1 & 2).... 9

IV. FINANACIAL FEASIBILITY (See 5 Yrs. BUSINESS PLAN - FINANCIALS DOCUMENTATION.10

V. SITE FEASIBILITY................................................................................................. 12

EXISTING FEATURES ……………………………………………………………………………… 12

• Value of Landed Property …………………………………………………………………… 12

• Infrastructural support ……………………………………………………………………… 12

SITE SELECTED ………………………………………………………………………….…………. 14

VI. TECHNICAL FEASIBILITY ………………………………………………………………………… 15

• Key Technical Parameters Defined ……………………………………………………… 15

• General Installation Map …………………………………………………………………… 16

• Preliminary Project Schedule 1 ………………………………………………………….. 17

• Preliminary Project Schedule 2 ………………………………………………………….. 17

• Blockflow Diagram …………………………………………………………………………… 18

VII. MANAGEMENT FEASIBILITY …………………………………………………………….……….19

• THE BUSINESS PLAN - THE MANAGEMENT PLAN ………………………….………. 19

VIII. RISK ANALYSIS ……………………….…………………………………………………………… 21

• Value of Water in Oil Industry ……………………………………………………………. 21

IX. HEALTH & SAFETY …………………………………………………………………………………. 22

• Oil Refinery Health & Safety Considerations …………………………………………. 22

• IT Safety Policy Guidelines and Measures ………………………………...……………23

X. PROJECT BACKGROUND …………………………………………………..……………………….24

XI. PROCESS CONFIGURATION STRUCTURES AND STANDARD OF PRODUCTS ……..24

XII. INCENTIVES …………………………………………………………………………………….…….24

ƒ Guarantee of Crude Oil Supply ………………………………………………….………….24

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

ƒ Sale of Crude Oil/Refine Products ……………………………………………….. 24

XIII. THE PETROLEUM INDUSTRY IN NIGERIA ………………………………………………. 25

XIV. THE COMPANY: TONWEI REFINERY LIMITED ……………………………….………… 25

XV. OUR CONCEPTION/PLANNING ……………………………………………………………… 26

a. Land ……………………………………………………………………………………………… 26

b. Tonwei Refinery Annex Projects ………………………………………………………… 26

XVI. TONWEI REFINERY CITY ……………………………………………………………………... 26

a. Housing and other facilities ……………………………………………………………… 26

b. Ecology & Environment …………………………………………………………………… 27

c. Achievements ………………………………………………………………………………… 27

XVII. CONCLUSIONS …………………………………………………………………………………… 27

XVIII. AVAILABLE APPROVALS AND DOCUMENTATIONS …………………………………. 28

XIX. REFERENCES ………………………………………………………………………………………28

XX. INVESTMENTS POSSIBILITIES List of Tonwei Group of Companies projects ….…..29

TONWEI USA CONTACT …………………………………………………………………………..….. 30

Executive and Upper Management Team

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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Tonwei Group of Companies Confidential Document

FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

EXECUTIVE SUMMARY
(PHASE 1 / EXPORT ORIENTED OIL REFINERY)

This study was made possible as a result of grants (License: Ref:: PI/ES/6239/S.126) to
Establish LTE, a Petroleum Refinery, issued by NNPC and (License: Ref: MLH/323/06) Approval
of 50 sq-km. Virgin Land for the Construction of a Petroleum Refinery in Bayelsa State, Nigeria,
issued by Government of Bayelsa State.

Project Status: All necessary project requirements, except funding, are available upon request.

Population: 130 / 140 millions maximum

Number of States: 36

Location / Size: The Federal Republic of Nigeria is located at the eastern extremity of the west
coast of Africa, bordering the Atlantic Ocean to the south and west, Cameroon to the south, Chad
to the east, Benin Republic to the west, and Niger to the north. Nigeria is 923,770 km2 (356,700
square miles) in size, slightly more than twice the size of the state of California and twice the size
of France.

Major Cities: Abuja (Federal capital), Lagos (Commercial capital), Port Harcourt, Yenagoa, Warri,
Calabar (Oil cities).

Official Language: English, Major Dialects: Hausa, Yoruba, Ibo, Ijaw or Izon, Fulani, Edo, Igede,
and over 250 others.

Climate: Two distinct seasons, the rainy season (April to October) and the dry season (November
to march), predominate the climate. The vegetation pattern ranges from the tropical rain forest in
the south through mangroves to the Sahel savannah climate in the north.

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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Tonwei Group of Companies Confidential Document

FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

I. STATEMENT OF WORK

In an attempt to improve on the development of the Private Sector, the Nigerian Government, in
the year 2000, finally decided to privatize the Dawn Stream Sector of the Oil Industry amongst
other sectors. The Government’s new Oil Industry Policy offered more incentives to the local oil
companies and private sector in other to attract additional foreign and domestic investors and
to ensure full development of Nigeria’s resources as mentioned in this section.

The private sector is now allowed to establish Export Oriented Petroleum Petrochemical
Refineries. The following processing licences were granted:

ƒ Licence for the establishment and construction of the refineries.


ƒ Licence for refining and operating such refineries after construction works are completed.
ƒ Licence for exploration, for a given period in which such refineries should provide enough
crude oil for their refinery capacities to be self-sufficient. All ultimate products by these
private refineries are export oriented with some possibility to satisfy local market
demands.

Tonwei Refinery is expected to base her presentation on Technical, Economical &


Management, having obtained a Licence to construct/exploit such refineries, must prove
its capability with one or more foreign partners in fulfilling the chapters below:-

ƒ Definition of the Refinery Processes following the Crude(s) available in Nigeria or


elsewhere.
ƒ Definition of Capacity to be Built, Operates, Export and Maintenance with all related
issues.
ƒ Realization of the Engineering and Construction Studies (base on specifications).
ƒ Contract agreements with International Firms for the Control on Cost / Quality of both
on Manpower, Materials & Equipment / Technologies.
ƒ Long-term arrangements for the Sale of Products outside Nigeria.
ƒ Making effective the programme of Crude Oil Exploration / Production.
ƒ Total Financing of Studies, Construction, Operation of the Refinery and Total Financing
of the Crude Oil Research Programmes.
ƒ Acquisition of Landed Property for the proposed site of the refinery project to be
constructed.

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

II. BACKGROUND

This is best described by the following article published online by the United States Department
of Energy (DOE) on their web site at http://www.eia.doe.gov/cabs/nigeria.html as part of
progress being made in Nigeria’s oil "Refining and Downstream," (With highlighted sections shown
for emphasis). March, 2003, and modified: April 7, 2003:

Refining and Downstream


Published by:
Elias Johnson (USA)
Elias.Johnson@eia.doe.gov
Phone: (202)586-7277
Fax: (202)586-9753
Posted to the web March, 2003
File last modified: April 7, 2003
http://www.eia.doe.gov/cabs/nigeria.html

Refining and Downstream


Nigeria's four refineries (Port Harcourt I and II, Warri, and Kaduna) have a combined nameplate
capacity of 438,750 bbl/d, but problems including sabotage, fire, poor management and lack of
turnaround maintenance have sharply decrease actual output. In March 2003, NNPC officials
stated that maintenance work at its Port Harcourt refinery has been completed and that the plant
is now operating at an improved production capacity of approximately 90,000 bbl/d. However,
repairs are ongoing at the Kaduna and Warri refineries. The NNPC signed a Memorandum of
Understanding (MOU) with Venezuela's state oil firm PDVSA in December 2000 to help maintain
Nigeria's refineries. In March 2003, ChevronTexaco signed an agreement with NNPC to take over
the management of the Warri and Kaduna refineries and its crude oil tanks in Delta State. The
NNPC will retain ownership of the refineries; only the management of the facilities has been
signed over to ChevronTexaco.

While Nigeria's state-held refineries are slated for privatization, plans for several small,
independently-owned refineries are being developed. Nigeria has awarded 18 private
refinery licences after opening up the country's downstream sector to private investment.
President Obasanjo laid the foundation stone of the $1.5 billion Tonwei Refinery (in
achron.html" \l "OCT02" October 2002) in a ceremony marking the start of construction of
Nigeria's first private refinery. The Tonwei Refinery will have an initial capacity of 100,000
bbl/d and it can be expanded to 200,000 bbl/d.

The government of Lagos State has announced that it is studying the possibility of establishing a
refinery. Lagos is estimated to consume more than 50% of Nigeria's petroleum products. The
refinery, if built, will serve not only Lagos but also Nigeria's other southwestern states.
The Akwa Ibom state government announced that it had concluded plans to build a 12,000-bbl/d
refinery. U.S.-based Ventech announced that design and construction of the refinery, to be built in
prefabricated modules in the United States and then shipped to Nigeria for assembly, had begun.
The facility will be located in Eket, adjacent to the Qua Iboe crude terminal.
The Edo State government has obtained approval from the federal government to build an oil
refinery. Capacity is expected to be 50,000 bbl/d, and a consortium of Nigeria's independent,
local petroleum marketers stated that the government had approved their plan for the
construction of a refinery in Nigeria's Federal Capital Territory.
The lack of refinery capacity in the country has been a key factor in Nigeria's latest fuel crisis,
which began in February 2003 and coincided with a strike by oil workers. Panic-buying from the
strike increased demand at a time when the Port Harcourt refineries were offline, and the country
was unable to import fuel in order to cover the shortfall.

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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Tonwei Group of Companies Confidential Document

FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

II. BACKGROUND

REGIONAL ECONOMIC DATA

The Federal Republic of Nigeria has always maintained peaceful relationships with its
neighbors and did play an important role in bringing political and regional stability to
Liberia.

Commercial energy consumption is growing throughout Africa. Energy demand growth in


Africa averaged 2.7% annually from 1980 through 1997, and a slightly faster 3.1%
annual average from 1990 through 2007.
• Nigerian oil fields’ “Collective Reserves” that have not yet been fully developed:
2,000,000,000 barrels
• Natural Gas of High Quality (positioned 2nd. in the world reserves).
• Nigeria’s daily crude oil export (OPEC Quota): 1,800,000 barrels per day
• Total daily production capacity: 2,400,000 – 2,500,000 barrels daily

The calculation and test reservoirs given reveal a reserve of over 24 billion barrels with
anticipated increase of about 60% by 2011 to 4,000,000 barrels daily.

The new refinery represents a unique opportunity for Nigeria to take a strategic position
in supplying demand in the surrounding area, as well as in the U.S. and Europe with
positive impact on its economy, balance of trade and currency

Nigeria has a labor force of 55.67 million (2004 est.) with

Oil - production: 2.356 million bbl/day (2004 est.)

Oil - consumption: 275,000 bbl/day (2001 est.)

Oil - proved reserves: 34 billion bbl (2004 est.)

Natural gas - exports: 7.83 billion cu m (2001 est.)

Natural gas - imports: 0 cu m (2001 est.)

Natural gas - proved reserves: 4.007 trillion cu m (2004)

GDP (purchasing power parity): $125.7 billion (2004 est.)

GDP - real growth rate: 6.2% (2004 est.)

GDP - per capita: purchasing power parity - $1,000 (2004 est.)


composition by sector:

GDP - agriculture: 36.3%


industry: 30.5%
services: 33.3% (2004 est.)

Nigeria should benefit strongly from the development of a new refinery in several respects:

- Direct and indirect effect on local employment


- Training of a group of new managers
- Substantial technology transfer

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

- Reduction in cost of oil products


- Improvement in structure of trade balance ( purchase of crude oil, export opportunities)

The project has strong support from the Federal, State, and Local Governments, Regional
Chiefs, who have granted the refinery a landed property of 50 km-sq. and closer to major
oil pipelines and companies.

INDUSTRIAL CONSIDERATIONS

Regional economics as well as political and trading considerations confirm the


opportunity to develop a new oil refinery in the area.

Environmental and logistical issues have allowed defining the ideal site for the refinery’s
location: Agge, near the old Burutu Harbor has been selected as the site of the project:

™ The environmental impact study has been completed and is satisfactory. The
following preliminary environmental impact statements are considered:
Deforestation, Bio-Diversity Loss, Toxic and hazardous substances, Sewages,
Vehicular Emissions, Oil Pollution and social Impacts.

™ Climate conditions are favorable, notably with the lowest monsoon in the region

™ Major industrial consumers are located in Europe, United States, and Asia

™ The existing creeks and sea have deep water suitable for aqua-farms, imports and
exports

™ A special “Tax Holiday” will exempt some activities from taxes and duties

The selected site (An Island) comprises in excess of 50 sq. km, with additional adjacent
availability to further expand activities and developing appropriate housing for the
workforce.

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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Tonwei Group of Companies Confidential Document

FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

III. MARKET FEASIBILITY/SUPPLY & DEMAND (See INCOME STATEMENT p.1 & 2)

This recent article published by Energy Bulletin through their web page at
http://www.energybulletin.net/27200.html reiterates, "Normally if stocks went down for
a non-energy reason such as panic, the price of energy would follow. The idea is that
weaker companies will breed weaker performance, resulting in lower consumption. This
is no longer the case.

Published on 14 Mar 2007 by Energy Bulletin. Archived on 14 Mar 2007.

Peak Oil - Mar 14, 2007


by Staff

Many more articles are available through the Energy Bulletin homepage

Peak Oil Passnotes: Markets Don't Work Anymore


Edward Tapamor, Resource Investor
If ever there was a moment when the disconnect between stocks and oil was evident, it was
during the downturn in the Dow Jones in the last fortnight. While the equity markets took a
serious hit, albeit most likely to be a correction - not a crash, oil carried on firming up and hit
$62.

Even those people with a casual acquaintance of the markets should be interested in the way
we have seen a multiple change in the way equities and energy inter-react. Normally if stocks
went down for a non-energy reason such as panic, the price of energy would follow. The idea
is that weaker companies will breed weaker performance, resulting in lower consumption. This
is no longer the case.

We also used to see a steep, sharp rise in the price of oil adversely affecting equities. Any oil
shock, say, over a war, would mean higher costs passing through to companies, and therefore
the market would sell off shares in anticipation of a downturn. Again, this is no longer the
case. There are several reasons.

Firstly, the market is not logical and those in the know realize this. It no longer sounds
convincing to come out with grand resolute theories about the relationship between energy
and equity. (9 Mar 2007)

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

IV. FINANACIAL FEASIBILITY

(See 5 Yrs. BUSINESS PLAN - FINANCIALS DOCUMENTATION and INCOME STATEMENT DOCUMENTATION)

THE BUSINESS PLAN - THE FINANCIAL MANAGEMENT PLAN

Our financial management plan will remain sound, profitable, and solvent. To
manage the finances of our business, which is the cornerstone of every
successful business venture, we have engaged the expertise of highly accredited
European Bankers and an accounting company in Bordeaux, France to write the
financial study. As business owners, we have identified and implemented
policies that will lead to and ensure that we meet our financial obligations.
To manage our finances effectively, we have planned a realistic budget by
determining the actual amount of money needed to open our business (See
Business Plan Financials documentation on start-up costs) and the amount
needed to keep it open (See Income Statement documentation on operating
costs). Our start-up budget includes such one-time-only costs as major
equipment, utility deposits, down payments, etc.

The start-up budget allow for these expenses.

Start-up Budget

o personnel (costs prior to opening)


o legal/professional fees
o occupancy
o licenses/permits
o equipment
o insurance
o supplies
o advertising/promotions
o salaries/wages
o accounting
o income
o utilities
o payroll expenses

An operating budget will be implemented when we open for business. The


operating budget reflects our priorities in terms of how we spend, the expenses
we will incur, and how we plan to meet those expenses (see Income Statement).
Our operating budget also includes money to cover the first year to five years of
operation. It allow for the following expenses.

Operating Budget

o personnel
o insurance
o rent
o depreciation
o loan payments
o advertising/promotions
o legal/accounting
o miscellaneous expenses
o supplies

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

o payroll expenses
o salaries/wages
o utilities
o dues/subscriptions/fees
o taxes
o repairs/maintenance

The financial section of our business plan include any loan applications we've
filed, a capital equipment and supply list, balance sheet, breakeven analysis,
pro-forma income projections (profit and loss statement) and pro-forma cash
flow. The income statement and cash flow projections include a three-year
summary, detail by month for the first year, and detail by quarter for the second
and third years.
The accounting system we use is Oracle PeopleSoft and the inventory control
system (Golden Inventory System v2.1.2 — November 14, 2005 POS Software
that functions as a complete control over stock levels and an inventory tracking
system). Both software address the business plan. We plan to implement a dual
entry accounting system, because all our finances will be categorized as assets,
liabilities, equity, revenue and expenses. Our financial statement outlines what
our sales goals and profit goals for the coming years are. This statement
includes an explanation of all projections.

The 5 Yrs. BUSINESS PLAN - FINANCIALS DOCUMENTATION is available in a


booklet and electronic form, and is obtainable by email: iv@tonweirefinery.com

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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Tonwei Group of Companies Confidential Document

FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

V. SITE FEASIBILITY

The Tonwei Refinery Site is situated on an Island of about 40 km. long and 10 km. wide.
The planned construction works will fully utilize the entire 10km. x 5km. (50 sq. km) of
the landed property the project has acquired. The site is accessible to the Atlantic Ocean
via inlet creeks. The longer side of the Island is facing the Atlantic Ocean. The Tonwei
Refinery site is only 500 metres away from one of the main crude oil supplying pipelines
and underground layouts, both belonging to the Federal Government. The farthest
distance to any of the pipelines from the refinery site is 2 km. There exists also an old
seaport at Burutu Village, about 30 kilometres away from the Refinery Site, which Tonwei
plans to acquire, renovate and use for crude oil and refined products transportation.

EXISTING FEATURES.

The "Area to be developed" occupies a rectangle of 50 sq.-km. (5 x 10km) within a Virgin


Island of (40 x 10km.) with the longer side parallel to the Atlantic Coast, between the
mouths of Ramos and Dodo Rivers (direction: N/NW – S/SE) at the western-most point of
Ekeremor Local Government Area of Bayelsa State Nigeria.

Temperature:

Mean Annual Values: between 23°C and 31°C

Rainfall: Over 2,000mm most of the year

Soil: Sandy beach on the ocean shore and swamps in the hinterland; poor bearing
characteristics, piling required.

Vegetation: Palm tree ornate shoreline with shrubs; further back Mangrove Swamps.

Winds: Prevailing winds blow from Southwest to Northeast; harmattan effect is weaker in
winter mouths.

Coast: Shallow bottom (1 metre deep approx. 1 km. from the coastline); no harbour
facilities, dredging expected.

a. Value of Landed Property.

The Island is surrounded by oil wells, some under development and others yet to be
developed. This has enriched and increased the value of the underground in the Zone.
Sea fishing is possible, while the backside of the Island has creeks and a peninsular.
Fresh water fishes are obtainable through various fishing methods. The refinery site is
four kilometres away from one of Nigeria’s Oil Loading Terminals (The Forcados
Terminal). Tonwei’s Landed Property is valued at $1Billion U.S Dollars (See Valuation
Report on Tonwei assets).

b. Infrastructural support.

The plot reserved for the TONWEI REFINERY COMPLEX / TONWEI REFINERY CITY
development is in the midst of a crude oil producing zone and closer to major oil fields
and pipelines. There will be an access road leading to the refinery from the village of
Bomadi via Ekeremor. The distance from Bomadi to the site (Tonwei Refinery & City)
through Ekeremor Village is about 100km. Four small bridges of about (20-50m) and a
fifth bridge of over 100m long will be constructed.

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

The site is quite close to the existing oil pipelines; that will facilitate the supply of crude
oil to the refinery. Connection to the Natural Gas and/or Oil Pipeline is also possible
within a distance of 2km. Prevailing wind in the region comes from the south-west which
is already taken into consideration regarding the process units layouts. The Virgin Island
is situated far away from the main towns and cities. For now, the project site is accessible
only by “River Transportation.”

Alongside this huge and challenging industrial project, which is 100% privately owned,
are Humanitarian & Rural Developmental Ventures ("Projects for Funding"). They are as
follows:-

Accommodation/Lodging (Tonwei Staff Residential Quarters / Community-Improved


Homes), Integrated Foods / Fruit Processing Units, Fishery / Aqua-Farms, Water
Purification Units, Clinic / Hospital for Tonwei Staff & for the Host Communities around
the Island where the Project is located (Project Site),Waste Recycling Plant,
Transportations (River, Land and Air), Building new and renovating old Schools,
Electricity Installations, Road Works & General Constructions, Workshops for
Maintenance Purposes, etc.

The Proposed Project Site is far from the major towns and cities, therefore the area is not
connected to the “National Grid” (Electricity), which simply means no Gas distributions,
treated drinking water, or telecommunication networks. The project must provide such
facilities to facilitate the smooth running and Management of its activities.

Refinery Area View in Bayelsa State

Delta Map Showing Bayelsa State

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

SITE FEASIBILITY: SITE SELECTED

Below: Landed Property marked “X” / Location

Site Selected – Agge, Bayelsa State

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

VI. TECHNICAL FEASIBILITY

There are numerous firms that offer oil-refining technology. In order to reduce technical risk, it is
recommended that the process technology vendor selected have the following qualifications:

• established vendors with existing oil refinery plants to confirm the technology is proven,
• financially sound to provide a credible process performance guarantee (i.e. significant
dollar penalty if plant performance is not met),
• technical personnel to assist with plan startup and quality problems to ensure ASTM
(American Society of Testing & Material) D6751 specifications for oil refining is
consistently met,
• R&D compatibility to develop improved technology for future incorporation into the plant
as well as provide know-how to process difficult to process, low cost alternate raw
materials and machinery (such as cane sugar, pipelines, storage tanks, etc.) in the event
petroleum prices were to drop and crude oil is no longer profitable.

Two large vendors that met the above requirement are:

1. Energoprojekt, Belgrade
2. MGI Construction Co., Serbia-Montenegro

Other process technology vendors might also meet the criteria above and should be evaluated on
a case-by-case basis. Construction risk can be mitigated by selecting a construction company
that is able to provide a Performance and Construction Bond to ensure that the plant is
mechanically built to specification.

Based on review of the NNPC regulations and an established history of oil companies ignoring
environmental standards, it is expected that the necessary environmental permits can be
obtained if (a) and established technology vendor is selected and (b) a well-qualified engineering
consultant with firsthand knowledge of NNPC permit regulation is retained to ensure the permit
process is strictly followed.
Key Technical Parameters Defined

Parameter Description
Capacity 100,000 X 2 BPSD (Phase 1 & Phase 2)
Type Grass root export oriented oil & gas refinery
Oil Low sulphur content, medium specific gravity, low residual content
LPG, gasoline, gasoil, jet fuel, fuel, bitumes, diesel and kerosene:
atmospheric distillation, gasoline HDS, CCR, diesel/kerosene HDS,
Products
alkylation's, MTBEE, isomeration, sulpholane and common units
including sulphuric Acid Regeneration plant and hydrogen units .
Phase 1= 5,000,000; Phase 2 = 5,000,000. Refer to Block Flow
Quantities (5,000,000 t/y) x 2
Diagram (Presentation no. 11)
All products will be compliant with 2005 European and United States
Specifications
standards to permit unrestricted exports
Topping, vaccum, reforming, kero hydrodesulphurisation, gasoil
Process units hydrodesulphurisation, LPG recovery, sulphur recovery, fuel
desulphurisation
Steam generation, power plant, cooling water, demin. water,
Utilities
compressed air
Offsites Raw material and products storage and relevant pumping stations
Fire fighting, effluents treatment, harbour receiving facilities and
Facilities
Pipelines
Estimated Construction Cost US$ 2.550Billion

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General Installation Map

The Block Flow Diagrams of process units and conceptual solutions were elaborated by Engineers
from I.F.P. (Institut Francais du Petrole, France) and ENERGOPROJEKT and I.M.G Group of
Serbia-Montenegro, both groups have long experience in refinery designing and construction.
ENERGOPROJEKT and I.M.G. of Serbia-Montenegro completed the feasibility studies for the
entire project, including construction and design. All credentials and references given by
ENERGOPROJEKT were transmitted to the Federal Government in Nigeria and placed as pre-
qualified. We are equally retaining ENERGOPROJEKT and I.M.G. Engineering Co. for the
construction, start-up, production, operations, training, and maintenance activities..

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Preliminary Project Schedule 1 (Photocopy)

Tonwei Group Chief Executive Chairman’s Editorial & Commentaries Aug. 2006

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Blockflow Diagram

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

VII. MANAGEMENT FEASIBILITY

THE BUSINESS PLAN - THE MANAGEMENT PLAN

A project such as a start-up oil refinery has three (3) stages, each of which requires a
different set of management skills:

1. product development phase


2. Construction phase
3. plant startup and ongoing operational phase

The initial project development phase (a) commercial skills to negotiate site agreement,
technology license, construction contract, market contracts, etc. and to secure the
necessary debt, equity, and grant financing, and (b) technical skills to ensure appropriate
technology selection and front end engineering.

The construction phase (a) project management experience to ensure construction cost
are controlled and change orders are minimized (b) technical construction skills to ensure
the plant is being built to meet all necessary codes and specifications. If this phase is not
managed effectively, the company could potentially run out of contingency funds before
commencement of operations.

Finally, the ongoing operating phase will require skills in leadership and management,
community experience, industry contacts, crude oil supply, product marketing, process
plant operation, environmental & safety management, maintenance, products quality
control to meet OSHA Environmental and Workplace Safety Standards and other Oil
Industry quality standards. To control cost, certain task such as legal and audit should
be outsourced.

Total staff for operating the refinery and marketing business is estimated at 4,500 with
an annual salary budget (Excluding benefits) of $29.5 million U.S Dollars. This staffing
plan includes three (3) key management positions (a) General Manager, (b) Commercial
Manager, and (c) Plant Manager. The management team should be selected to ensure the
necessary management skills outlined above are somehow covered by the three team
members.

The Tonwei Group Strategic Management Team, already created and operating, is a
selection of experienced petrochemical professionals and executives from various
European countries, Nigeria and the United States. The Team has more than just the
desire to own one of the oil companies in the world. So far, Tonwei has contracted a
fraction of the planned management team, and their qualifications met industry
standards and demands, such as dedication, persistence, the ability to make decisions,
the ability to manage both employees and finances is our major task. Our management
plan, along with our marketing and financial management plan will set the foundation for
and facilitates the success of our business. Like plants and equipment, people are our
resources -- they are the most valuable asset of our business. Our working policies are
dedicated to employees and staff for the important role they will play in the total
operation of our business. We know what skills we possess and those we lack and we will
hire personnel to supply the skills that we lack. We will ensure that applicants for
supervisory positions, including management, possess the skills to manage and treat our
employees fairly, make them a part of the team, keep them informed of, and get their
feedback regarding changes. We at Tonwei believe employees oftentimes have excellent
ideas that can lead to new market areas, innovations to existing products or services or
new product lines or services, which can improve our overall competitiveness.
Additionally, we have a roaster of officers to fill in key positions in the company and we
are accepting more resumes. Those qualified will be contracted as soon as funding is
available. We also plan to hire the best professionally trained managers and technicians
who are specialized in crude oil technology. We are also looking forward to employing a
labor force of about 4,000 professionals and skilled workers.

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Our management team will keep researching and answer questions such as:

o How does our background/business experience help us in this business?


o What are our weaknesses and how can we compensate for them?
o Who will be on the management team?
o What are their strengths/weaknesses?
o What are their duties?
o Are these duties clearly defined?
o What are our current personnel needs?
o What are our plans for hiring and training personnel?
o What salaries, benefits, vacations, and holidays will we offer?
o What benefits, if any, can we afford at this point?

Investments - Installations - Constructions - Operations

- Project Capacity: 2 x one hundred thousand barrel per stream day (2 x 100,000 BPSD).

- Estimated period of construction: 30 months from preliminary actions to start-up period.

- Direct Construction Activities: 450 workers with 3 periods' x 8 hours of work shifts.

- Indirect Employments: During the construction period, a total of 1800 workers will be needed,
daily. Indirect employment after start-up will require 300 permanent workers.

- General Activities: The refinery project needs 330 workers programmed for 3 shifts of 8 hours
and a total of 110 workers at each shift. The refinery project’s activities will generate growth in
the socio-domestic incomes locally and increase purchasing power to a very large scale.

- The auxiliary projects to the refinery: The annex projects which include clinics, electricity,
transportation, waste recycling, etc., will help improve social and human resources development,
and decrease unemployment rate.

- Training Institute: The refinery will provide training opportunities for its staff. At least 25 % of
the candidates will be non-staff seeking to improve their various skills.

- Workers Wage Subscription Plan: Employees with "Permanent Worker" status will benefit from
the company's Workers Savings Plan, which enables those eligible, to save a portion of their wages
each month to a blocked account with the company's Bank. The company will offer up to 20-25%
interest to the amount each year and such savings will be capitalized for a minimum of five years,
after which the worker may withdraw or continue with the savings program. To be eligible, the
employee must work for Tonwei for at least 1 year. This offer is given as goodwill from the
company and will not be considered mandatory or obligatory under any legal implication
whatsoever.

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

VIII. RISK ANALYSIS

Value Chain Perspective of Water Risks in Oil/Gas Industry


Presentation to Petroleum Environmental Research Forum.
November 3, 2005

The risk analysis outlined in this section and below will be conducted periodically throughout the
refinery’s construction and operational periods. Unlike some disadvantaged oil deposit locations
around the globe where water scarcity has become a major problem, Tonwei is located at Nigeria’s
tropical rain forest and delta region. Water scarcity is impossible around this region considering
the massive rainfall during the rainy season and regular downpour throughout the year.
However, water pollution is eminent when necessary step of prevention is neglected as the report
below shows. Tonwei Refinery is currently studying reports from various Petroleum
Environmental Research groups:

Value of Water in Oil Industry

Water plays multiple roles in Petroleum Operations:

– Process aid for oil production


– By-product or waste from oil or gas production
– Process aid for gas processing and oil refining
– By-product or waste from gas processing and oil refining
– Valuable resource to fenceline communities, local agriculture and industries.

As scarcity increases, so do the risks and opportunities associated with water

World Water Scarcity in 2025

New External Pressure from Affected Stakeholders:

• Environmental Non-governmental Organizations (NGOs)


• Biodiversity Advocates
• Communities
• Agriculture
• Ranchers
• Fishing Industry (Commercial and Recreational)
• Local Industry
• Social Investment Funds
• Governments (Local and Federal)

Water scarcity concerns for the oil industry:

Significant Risks

• Insufficient or unreliable water supplies for existing and future operations


• Friction with competing industries and users
• Insufficient capacity to treat and dispose of produced water, cooling water, and wastewater
• Inability to dispose of wastewater to existing destinations
• Lack of community acceptance
• Difficulty in securing new permits and legal license to operate
• Increased raw and wastewater treatment and disposal costs
• Future liability due to historic disposal practices

Actions taken by Industry

Traditional, Technology-Based Solutions

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• Reduce, reuse and recycle within factory fenceline


• Significant progress has been made in improving efficiency and reducing fresh water
intensity

Innovative Approaches

• Value Chain Approach: Work with suppliers and consumers to prioritize efforts
to minimize water use and impacts
• Beyond the Fenceline Approach: Work with communities and local industries to
optimize local water resources and minimize impacts.

1. Access long-term water availability and competing users - evaluate scenarios


including social and political factors
2. Engage in dialogue with stakeholders with stakeholders and consider
strategic partners for mutual beneficial outcomes.

IX. HEALTH & SAFETY


OIL REFINERY HEALTH & SAFETY CONSIDERATIONS

The Director of Workplace Safety & Health is responsible for the effective implementation of the
act through educating the entire workforce on the subject in accordance with its necessity.
Research for information on this topic can be found online and on health and safety bulletins.
Company will hire an independent inspection team to monitor compliance. Workplace fires and
explosions kill 200 and injure more than 5,000 workers each year. In 1995, more than 75,000
workplace fires cost businesses more than $2.3 billion in the United States alone. "Fires wreak
havoc among workers and their families and destroy thousands of businesses each year, putting
people out of work and severely impacting their livelihoods," said then US Secretary of Labor
Robert B. Reich (1996, October 8). "The human and financial toll underscores the serious nature
of workplace fires." At tonweirefinery.com you may find links to resources that provide safety and
health information relevant to fire safety in the workplace.

The information below is researched from accredited world health and safety standard boards
including the Organizational Safety & Health Association OSHA, USA. Workplace Safety & Health
division heads and personnel are requested to enforce its implementation.

Here is some extracted information on workplace health and safety considerations taken from the
Tonwei Refinery’s Workplace Health & Safety web page. More on this information is obtainable
electronically by email request mailto HS@tonweirefinery.com or by visiting Knowledge Base at
http://www.tonweirefinery.com/knowledge_base.htm. Here are some of the topics covered at
tonweirefinery.com web site:

CRUDE OIL PRETREATMENT (DESALTING)

a. Fire Prevention and Protection. Even though these are closed processes, heaters
and exchangers in the atmospheric and vacuum distillation units could provide a
source of ignition, and the potential for a fire exists should a leak or release occur.

c. Safety. An excursion in pressure, temperature, or liquid levels may occur if automatic


control devices fail. Control of temperature, pressure, and reflux within operating
parameters is needed to prevent thermal cracking within the distillation towers. Relief
systems should be provided for overpressure and operations monitored to prevent crude

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

from entering the reformer charge.

d. Health. Atmospheric and vacuum distillation is closed processes and exposures are
expected to be minimal. When sour (high-sulphur) crude is processed, there is potential
for exposure to hydrogen sulphide in the preheat exchanger and furnace, tower flash
zone and overhead system, vacuum furnace and tower, and bottoms exchanger.

TONWEI INFORMATION TECHNOLOGY (IT) SAFETY POLICY

1. A workplace safety policy for IT

Other areas of safety that is of serious concern and being studied by Tonwei Health & Safety
Board is the use of tools and equipments as well as providing adequate educational information
on physical conditions. Every departmental head will be responsible for the welfare of the
department they are in charge. Tonwei Group Internet Technology (IT) Department is
implementing a safety policy that specifically addresses the dangers associated with IT. The policy
covers a wide range of safety issues:

2. Preventing repetitive-motion injuries

Making sure workstations are ergonomically correct for individual workers is the first
step to controlling these injuries. A workstation checklist can help evaluate our staff’s
workspace and make recommendations for improvement.

3. Key responsibilities for the IT manager

According to experts, the IT manager plays a key role in keeping employees safe and, as
a result, limiting the expense of workers’ comp claims. It is highly recommended to
focus on finding a solution for each individual.

Here’s a list of key responsibilities for managers tackling IT safety:

• Empower employees to take breaks. Tonwei Group generally requires a minimum of


a 15-minute rest break at least every two hours.
• Encourage employees to report any discomfort or injuries. Make sure employees
know that they are a greater resource to the company if they are healthy than if
they’re hurting or missing days of work. Also, make it known the pain could turn
into something permanent if a change is not made in the environment or the injury
is not treated.
• Know when to report an injury. Our company will have a policy on reporting injuries
guided by OSHA recordables.
• Find individual solutions. We will not look for a quick fix. Each solution will be
tailored to each individual based on physical attributes and job function.
• Get involved in the investigative process. Find out why an employee is hurting or
injured and use the knowledge to build a personal database for solving similar
problems in the future.
• Focus on buying electrical tools that limit a lot of repetitive wrist action. Furnish our
staff with roller carts and tool belts.
• Encourage telecommuters to report discomfort and make sure their home
workstations are ergonomically correct.

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

X. PROJECT BACKGROUND.

TONWEI REFINERY will construct a Phase 1 capacity of 100,000 BPSD. (Barrels per
stream day), with the possibility of extension in three years maximum time to a full
refining capacity of 200,000 BPSD. The refined products will be “export-oriented”, with
some possibilities of satisfying the local market, etc.

The working capacity of the various units will be based on a period of 330 working days
per year. The remaining days are reserved for “Turn Around Maintenance” programs
(TAM).

XI. PROCESS CONFIGURATION STRUCTURES AND STANDARD OF PRODUCTS.

EUROPE / USA Standards, with adjustment to 2010/15. TONWEI REFINERY will be a


modern and updated plant, which will withstand the test of time.

The goal products are : Motor gasoline, Diesel and Kerosene: Atmospheric Distillation,
Gasoline HDS, CCR, Diesel/Kerosene HDS, Alkylation’s, MTBEE, Isomeration,
Sulpholane and common units including Sulphuric Acid Regeneration plant and
Hydrogen units if necessary. The refinery will be supplied with the necessary support
facilities such as Power and Steam Generator, Power Distribution, Fresh water
circulation, Tank farm, Storage Facilities, Marine facilities, with an off-shore Single Buoy
for crude oil receiving and product shipping, Pollution Abatement and Emergency
Systems. The general facilities will also include Fire Protection, Automatic and Track
Loading, etc.

XII. INCENTIVES

The Federal Government of Nigeria, in its effort to stimulate the oil industry in Nigeria,
has offered various incentives among them the list of incentives below. However, the
government has attached certain vital conditions to the incentives that will be provided,
such as:

*Project activities must commence at Proposed Site to indicate commitment*.

Others are as follows:-

ƒ Guarantee of Crude Oil Supply

Export oriented refineries will be guaranteed crude oil supply at prevailing


international prices, provided they obtain permission before construction. The
available volume is finite. Therefore, investors are advised not to delay in making
their proposals as approvals will other things being equal be given on first come first
serve basis.

ƒ Sale of Crude Oil/Refine Products

Investors embarking on projects in the listed priority areas will receive preferential
consideration for crude oil lifting contracts. In this regard, investors are expected to
enter into agreement with the appropriate Government agency on project milestones
to be achieved on quarterly basis.

ƒ Tax Holiday,
ƒ Guaranteed Export Earnings,
ƒ Duty Free Reduction on Construction Materials,
ƒ Importation of Intermediate Feed Stocks, etc.

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

XIII. THE PETROLEUM INDUSTRY IN NIGERIA.

The Nigerian Crude Oil is well known for its lightness with very low sulphur, quite good
for maximum production of High Quality Fuel, and it is highly priced by refiners in the
world oil industries.

The country is politically stable now and is positioned 5th Crude Oil producer in the world
(1st. in Africa), 5th. Supplier of crude oil / refined products to the United State of America
(USA).

Nigeria oil fields have “Collective Reserves” totalling well over two billion barrels
(2,000,000,000. barrels) that have not yet been fully developed.

Nigeria has also large deposit of Natural Gas of High Quality (positioned 2nd. in the world
reserves). We are just beginning to exploit some quantities.

Under the renowned OPEC regulations and being a member, Nigeria’s daily export on
crude oil is adjusted to about 1,800,000 barrels per day, whereas her capacity on a daily
production and that of loading is regularized to about 2,400,000 – 2,500,000 barrels
daily. The calculation and test reservoirs given reveal the reserve of over 24 billion barrels
with anticipated increase of about 60% by 2011 (4,000,000 barrels daily).

XIV. THE COMPANY: TONWEI REFINERY LIMITED.

The company was created in September 2002, in response to the demands; an obvious
reason alongside the needs that influenced and affected the Privatization Policies of the
Country’s Oil Industrial Sector and other sectors. The company is a subsidiary to the
investment company among other “Tonwei Group of Companies” already created. The
associates are Africans and Europeans, and we are looking forward to potential American
partners. The Tonwei Group wholly owned will have its Holding Firm in Switzerland
(under creation). Tonwei Investments Limited and Tonwei Oil Refinery Company Limited
jointly applied for the License. The Group Chairman (Prince Timi George Tongubor) is an
indigene of Bayelsa State in Nigeria and has lived in France for twenty years under a
Permanent Resident Statutes.

Tonwei Refinery Limited, the first privately owned oil refinery in Nigeria, was officially and
publicly embraced. The company had its “Foundation Stone Laying Ceremony” at Agge
Village of Bayelsa State on the 19th. October 2002. Among the invitees were Chief
Olusegun Obasanjo, President, Federal Republic of Nigeria and Engineer Funsho
Kpopolokun, his then Special Adviser on Petroleum Matters (now Group Managing
Director – Nigeria National Petroleum Corporation – NNPC). The Chairman of the occasion
was Senator (Alhaji) Ibrahim N. Mantu, Deputy Senate President, Federal Government
Ministers, State Governors, regional and community leaders, and other very important
national dignitaries.

The license was issued 14th June 2002. Ref: To read online publications about Tonwei
Refinery being one of the 18 companies that qualified for a refinery license, visit
google.com and key in "Tonwei Refinery."

Bayelsa, the state where the refinery will be located, is one of the richest States in Crude
Oil and Natural Gas deposits along the Niger Delta Area of Nigeria.

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

XV. OUR CONCEPTION/PLANNING.

a. Land

The promoter’s conception is to put into immediate use only part of the piece of land
meant for the development of the proposed Tonwei Refinery Complex / Tonwei Refinery
City facilities.

Thus, the plot is divided into eight (8) sight square sub-divisions of 2, 5 x 2, 5 km. each.
In the initial stage, only two of the square fields shall be occupied.

The refinery complex (stage 1) covers an area of approx. 450 Ha., which is separated from
the shore by a protected Green Zone. More stages of expansion on the refinery complex
would cover approximately 900Ha. The layout of the Refinery Plant and other facilities are
shown on the drawing and explained, enclosed in the feasibility study.

An infrastructure consisting of Grass-Root Refineries of similar size has been included in


the study. The refinery buildings include: Process Control Centre, Laboratory, Local
Control Rooms, Workshops (Mechanical, Electrical, Instrumental), Storage Facilities for
Bulky Materials, Ware Houses, Chemical Stores; Administration, Fire Department
Stations, Restaurant, Dispensary, etc.

b. Attached to the Tonwei refinery complex includes:

Hotel for contractors/subcontractors and could be used for tourist purposes, Guest
House, Club House, Staff Housing for management and supervisory personnel, plus
recreational facilities for same group, as well as Hospital, Schools, Supermarkets and
various shop Malls banks etc.

Total surface for refinery building / storage = 14 480 sq-m.

XVI. TONWEI REFINERY CITY.

d. Housing and other facilities.

In other to accommodate the projected number of the refinery employees (management,


senior, technical, and auxiliary staff with their families), there is a need to organise a
housing estate in the immediate neighbourhood of the plant complex. Such self-contained
residential lay-out shall ultimately become a town in its own right with expected
population of 6,000 to 15,000 inhabitants during the initial period of development (total
surface = 650 Ha).The space reserved for further expansion allows for virtually
unlimited physical growth.

The new town, tentatively called “TONWEI REFINERY CITY” will be an urban settlement
consisting of:

ƒ Residential: Low Density, Medium Density, and High Density.


ƒ Commercial: Business Space, Offices, Shopping Mall, Retail Trades, Bank; etc...
ƒ Institutional: Education, Nursery, Primary and Junior Secondary Schools.
ƒ Public: Security, Police, Fire Brigade, Nipost, Nitel (telecom), Refuse Disposal,
Electricity.
ƒ Tourists & Recreational: Hotel, Golf course (18 holes), sport Fields and Children
Playgrounds.
ƒ Roads & Car parks: Pedestrian zones, Parking, Road Constructions.

Apart from the planned built-up areas (including future extensions), occupying 3
industrial and 2 residential square blocks, the remaining zones are reserved for

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“Environmental Protection and Green Buffer Zones.” These zones consist of natural
vegetations mingled with purposely-planted species. Besides, there is over 600 Ha of land
kept aside only for Agro-Industrial Projects in a different area.

e. Ecology & Environment.

For the purpose of elaboration, a brief study is already made. The following preliminary
environmental impact statements are considered: Deforestation, Bio-Diversity Loss, Toxic
and hazardous substances, Sewages, Vehicular Emissions, Oil Pollution and social
Impacts. Summary study is hereby inclusive.

f. Achievements.

Tonwei has offices in United States, France and the United Kingdom for the coordination
of all activities in United States, Europe, and the rest of the world. These offices will
oversee sales of products, engineering, constructions, and purchases of materials,
equipment, and control of expenditures, invoice payments, payment of expatriate
salaries, and other related services that would be determined in the future.

The France and England offices will also draw up programs for the following sections:

ƒ The general planning of the various studies.


ƒ Processes, Basic and Detailed Engineering, Purchasing, Construction, Start up.
ƒ The chronology of construction and Data on the Financial Engagements.
ƒ Preliminary site building, realisation of soil test and analyses at the chosen site,
ƒ Topographical studies, site preparations, etc.

XVII. CONCLUSIONS.

TONWEI REFINERY, a subsidy of the Tonwei Group and its affiliates, after several years
of hard work has achieved the following results:

ƒ Process Flow Diagrams of process units and Conceptual solution with other facilities
were elaborated by some Engineers from I.F.P. (Institut Francais du Petrole) and from
ENERGOPROJEKT / I.M.G Group from Serbia / Montenegro of qualified engineers
possessing long experience in refinery designs and construction.
ƒ We have chosen ENERGOPROJEKT / I.M.G. of Serbia-Montenegro for the studies of
the complete project, construction and design; all their CV's provided and references
given by ENERGOPROJEKT were transmitted to the Federal Government in Nigeria
and placed as pre-qualified.
ƒ We are equally retaining ENERGOPROJEKT / I.M.G. for the construction, start-up,
production/operations plus maintenance activities / training.
ƒ We have obtained from Government (Ministry of Petroleum and Mineral Resources)
an official licence qualifying us to go ahead to start construction works at site.
ƒ The council of Traditional Chiefs from Ekeremor local government area (ELGA) and
Bayelsa State Government jointly accorded us over 10 km of land at the coast "Bight
of Benin», about four 4 kilometres away from the on-shore of "Forcadus Terminal" in
Nigeria.

Duration signed: 99 years of ownership.

ƒ We are yet to obtain any solid agreements with eventual partners for exploration
activities, which are reserved for later phases.

ƒ We are looking for buyers for our crude oil and refined products. Buyer Agreement for
our crude oil and/or refined products has the provision that the Buyer of the Crude
Oil also signs for the Buyer of the Refined Products.

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FEASIBILITY STUDY & PRELIMINARY BUSINESS PLAN EXECUTIVE SUMMARY (Phase 1 & 2)

ƒ We expect our potential buyers to provide or arrange for the shipment of their
products by themselves to avoid diversion of loaded vessels in the future. All sales
shall be base on F.O.B.

XVIII. AVAILABLE APPROVALS AND DOCUMENTATIONS:

The following information/Presentation is available in PowerPoint, PDF, Video, or Word


doc.:

1. Certificate of Incorporation
2. License to Establish a 100,000 BSPD Oil Refinery from NNPC (Both original and
renewed)
3. Approval to Establish a Refinery
4. Land allocation license (Both original and renewed). The title of this document is
"RE: APPROVAL OF 50 SQUARE KILOMETRE VIRGIN LAND …………………
5. Land allocation from royal highness of the community
6. Certificate of State of Origin
7. Letter of Comfort (This document states that the State of Bayelsa fully supports
this project)
8. Letter of attorney
9. Preliminary Business Plan - Executive Summary - Feasibility Study - Project
Commentary
10. Tonwei Main Presentation CD in PowerPoint
11. Business Plan Financial Statement Booklet
12. Income Statement Booklet
13. Engineering & Technical Data / Scope of Work
14. Valuation Report on Landed Property
15. Corporate Governance, Code of Ethics, By-Laws
16. Charter of the Board (Audit Committee, Nominating Committee, Power of the
Board, etc.
17. Corporate Overview (Officers / Resumes - CVs)
18. Organizational Chart / Corporate ladder
19. Management Team - Management Training Programs - Executives Training
Programs
20. Area & Survey Maps
21. Newspaper & Online Publications
22. Refinery Site View
23. Resources
24. Tonwei Site Video & Foundation Stone Laying Ceremony Video – Delegation from
Federal, State, and Local Government

XIX. REFERENCES

• The Nigerian President


• Director of the NNPC and the current Chairman of OPEC
• The Bayelsa State Governor
• Signatories on "Legalities" Documents

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XX. INVESTMENTS POSSIBILITIES


List of Tonwei Group of Companies projects

1) REFINERY: Investments, Installations, Constructions & Operations etc

2) WORKSHOP UNITS: Mechanical, Piping, Preventive Maintenance Tools & spare parts

3) CLINIC / HOSPITAL: For Refinery staff & Families / Host Communities

4) REFINERY CITY: Lodging / Management of Refinery staff & families

5) REFINERY TRAINING INSTITUTE: To be Fully Equipped for all Technologies

6) LOCAL TELEVISION / RADIO STATION: Education pseudo interactive General information

7) TELECOMMUNICATION: installation with Satellite Systems

8) PURIFIED WATER PRODUCTION AND DISTRIBUTION: Pure & Clean Water

9) OIL EXPLORATION: To become Productive/Self Reliant

10) RECYCLING OF USED VEHICLE OIL: Tractors, Motorcars, etc.

11) WASTE RECYLING PLANT: 200 Mt / 400 Mt daily; Bio-Fertilizers

12) AGRO FARMS: Production of Rice, Fruits, Vegetables, and Poultry & Breeding

13) INTERGRATED FOOD / FRUITS: Processing Units

14) FISHERY / AQUA FARMS: Deep Sea Fishing / Shrimps, Cool Storage

15) DRUG MANUFACTURING: Generic Medicines, Strings Medical Equipments

16) SECURITY ORGANIZATION: Training, Equipment & Methods

17) HOVERCRAFTS: Interstates Transportation, 300 Seats - 2 Units Tourism

18) SPEED / FERRY BOATS: 10 Units for Water Transportation, Interstates

19) ELECTRICITY PROJECTS: Installation of six Units of 45 000 Kw/h

20) ELECTRICITY PROJECTS: Installation of ten Windmill units

21) SOLAR ENERGY PLANT: Exploration of an International License

22) ROAD CONTRUCTIONS: To the site & around the Island (300 km)

23) BRIDGE CONSTRUCTION: Two Major Bridges to the site

24) RENOVATION OF SEA PORT: Burutu old seaport

25) AIRPORT CONSTRUCTION: Air Service liaising between the island and the cities

26) WOOD WORKS/OTHER SKILLS: For Local use & for Export

27) IRON CARBIDE INDUSTRY: Production of high quality steel

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28) STEEL UNIT PRODUCTION WITH IRON CARBIDE

29) HOTELS: Five Star Hotels for Tourism & Business purposes

30) RESIDENTIAL AREA: 300 Villas or more for Commercial purposes

31) INSURANCE / MORGAGE ACTIVITIES

32) BANK (S): Creation of one or Buy over existing one for funds management.

To read summaries on the above listed projects, visit our web site at
http://www.tonweirefinery.com/project_overview.htm

USA CONTACT:
Tom Thaddaeus Thompson
Vice Chairman / Partner / Investor Relations
Tel. (510) 793-9790
Fax: (510) 894-0224
Email: thaddaeus@comcast.net

Yours Truly,

For: Tonwei Refinery Limited - Bayelsa State, Nigeria

Prince Timi George TONGUBOR

(Group Chairman/Chief Executive, Founder & Promoter)

Aug. 2006

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