Meeting Minutes

Date: 5th May 2025
Time: 11:00 AM
Venue: Green Garden, Dhanmondi, Dhaka, Bangladesh

Attendees:

  • Representatives from HE Qun International Co., Ltd. (Party A)
  • Representatives from Confirm Dynamic Limited (Party B)

Agenda:

To discuss and finalize the terms and structure of a Joint Venture between HE Qun International Co., Ltd. and Confirm Dynamic Limited for the project titled “Conservation Dredging in the Pashur Channel of Mongla Port.”

Discussion Summary:

  1. Joint Venture Agreement:
    • Both parties agreed to form a Joint Venture (JV) under the name “HQI-CDL Joint Venture”.
    • The formal Joint Venture Agreement will be executed on 6th May 2025.
  2. Roles and Shareholding:
    • HE Qun International Co., Ltd. (HQI) will be the Lead Firm, holding 80% shares.
    • Confirm Dynamic Limited (CDL) will hold 20% shares.
    • The JV is contractual in nature and will not form a separate legal entity.
  3. Purpose of the JV:
    • To jointly collaborate in the execution of conservation dredging in the Pashur Channel by combining the technical and financial strengths of Party A with the local strategic support of Party B.
  4. Contributions:
    • Party A will provide all financial, technical, and operational inputs including manpower, dredgers, and equipment.
    • Party B will provide logistical support, strategic advisory, stakeholder coordination, and assistance with progressive payment processes.
  5. Responsibilities and Liabilities:
    • Party A assumes full responsibility for project operations, including any damages, risks, or claims.
    • Party B is indemnified and will not bear any operational liability.

 

  1. Coordinator Appointment:
    • The Parties mutually agreed to appoint Dr. Chee Chee Meng (IC No.: 640714-07-5123) as the official coordinator for all JV-related communications and coordination.
  2. Management and Bank Account:
    • A Coordination Committee will be formed with equal representation.
    • A JV bank account will be opened and jointly operated by both parties.
    • Both parties will jointly approve monthly and annual budgets.
  3. Profit Sharing:
    • Profits will be shared in the ratio of 80% to Party A and 20% to Party B, post deduction of 25% Government Tax and 13% Commission Payable.
  4. Agreement Duration and Termination:
    • The JV Agreement shall remain effective for five (5) years or until project completion.
    • Either party may terminate the agreement with 30 days’ notice in case of breach.
  5. Dispute Resolution:
    • Disputes will be resolved first through negotiation, then arbitration in Singapore under SIAC Rules if needed.
  6. Confidentiality & Legal Provisions:
    • All shared information shall remain confidential for five years post-termination.
    • No party may assign rights without written consent.
    • All amendments to the agreement must be in writing and signed.

Conclusion:

Both Parties expressed mutual satisfaction with the agreed terms. The formal Joint Venture Agreement will be signed on 6th May 2025, following this meeting.