Dear Matthew,
I received the attached from Devon in relation to his resignation from BHR’s board of directors and RSB’s appointment of Hunter Biden as his replacement. Please note that Hunter
is an existing director of BHR. Devon mentioned that you might need to further formalize the letters, however, we need to process the resignation at the earliest and I would be grateful if you could confirm that the attached is in order. Additionally, I
would also be grateful for your instructions on the proposed transfer of RSB’s shareholding in BHR to Ulysses, the relevant transfer documents as well as the incorporation documents of Ulysses would be required. Upon your confirmation, we will proceed to
make the relevant filings with the PRC regulators.
Xin
Xin Wang
王昕
Bohai Harvest RST (Shanghai) Equity Investment Fund Management Co., Ltd.
渤海华美（上海）股权投资基金管理有限公司
Tel:
[REDACTED]
Cel:
[REDACTED]
[REDACTED]@bhrpe.com
发件人:
王昕 [mailto:[REDACTED]@bhrpe.com]
发送时间: Friday, July 1, 2016 1:17 PM
收件人: 'Mesires, George R.' <[REDACTED]@FaegreBD.com>; 'Matthew L. Schwartz' <[REDACTED]@BSFLLP.com>; 'Michael
Leonard' <[REDACTED]@thorntonai.com>; 'James Bulger' <[REDACTED]@thorntonai.com>; 'Eric Schwerin' <[REDACTED]@rosemontseneca.com>
抄送: 'Jonathan Li' <[REDACTED]@bhrpe.com>; '[REDACTED]@bhrpe.com' <[REDACTED]@bhrpe.com>;
'YU, Felix' <[REDACTED]@bhrpe.com>
主题: 答复: BHR Directorship Issues
Dear Matthew,
I understand from Devon that he has given instructions for Boies to effect his resignation from BHR’s board and the amendment of his shareholding entity from the existing Rosemont
Seneca Bohai LLC to Ulysses. As previously discussed on multiple occasions, please let us know what you need from our end to resolve these issues at the earliest. We have been fending inquiries regarding RSB and Devon’s involvement in ongoing SEC and Justice
Department investigations and we urgently need to remove Devon for the time being from our director roster to avoid interruptions to BHR businesses.
Thanks.
Xin
Xin Wang
王昕
Bohai Harvest RST (Shanghai) Equity Investment Fund Management Co., Ltd.
渤海华美（上海）股权投资基金管理有限公司
Tel: [REDACTED]
Cel:
[REDACTED]
[REDACTED]@bhrpe.com
发件人:
王昕 [mailto:[REDACTED]@bhrpe.com]
发送时间: Tuesday, June 14, 2016 10:46 AM
收件人: 'Mesires, George R.' <[REDACTED]@FaegreBD.com>; 'Matthew L. Schwartz' <[REDACTED]@BSFLLP.com>; 'Michael
Leonard' <[REDACTED]@thorntonai.com>; 'James Bulger' <[REDACTED]@thorntonai.com>; 'Eric Schwerin' <[REDACTED]@rosemontseneca.com>
抄送: 'Jonathan Li' <[REDACTED]@bhrpe.com>; '[REDACTED]@bhrpe.com' <[REDACTED]@bhrpe.com>;
'YU, Felix' <[REDACTED]@bhrpe.com>
主题: 答复: BHR Directorship Issues
Dear Matthew and George,
I trust you have had a chance to speak to your respective clients since my last email and I am wondering if any updates are available on the matters raised therein.
Xin
Xin Wang
王昕
Bohai Harvest RST (Shanghai) Equity Investment Fund Management Co., Ltd.
渤海华美（上海）股权投资基金管理有限公司
Tel:
[REDACTED]
Cel:
[REDACTED]
[REDACTED]@bhrpe.com
发件人:
王昕 [mailto:[REDACTED]@bhrpe.com]
发送时间: Tuesday, June 7, 2016 12:14 PM
收件人: 'Mesires, George R.' <[REDACTED]@FaegreBD.com>; 'Matthew L. Schwartz' <[REDACTED]@BSFLLP.com>; 'Michael
Leonard' <[REDACTED]@thorntonai.com>; 'James Bulger' <[REDACTED]@thorntonai.com>; 'Eric Schwerin' <[REDACTED]@rosemontseneca.com>
抄送: 'Jonathan Li' <[REDACTED]@bhrpe.com>; '[REDACTED]@bhrpe.com' <[REDACTED]@bhrpe.com>;
'YU, Felix' <[REDACTED]@bhrpe.com>
主题: BHR Directorship Issues
Dear Matthew and George,
Hope all is well since we last spoke. I am writing to follow up on the status of Devon’s resignation from BHR’s board / remuneration committee and the appointment of a replacement.
On a related note, I would also like to understand how Devon would like to deal with his shareholding in BHR through Rosemont Seneca Bohai. By way of background, we underwent
a shareholder registration amendment last year with the Chinese regulators to change Devon’s shareholding entity from RST to the existing Rosemont Seneca Bohai (the process took altogether more than a year), we were subsequently instructed earlier this year
to file another amendment to change Rosemont Seneca Bohai to Ulysses (an entity owned 100% by Devon) but that has been put on hold on account of present circumstances. From BHR’s perspective, we ask the relevant parties to consider, for the time being, a
transfer by Rosemont Seneca Bohai of its shareholding to another entity (whether it is to RSP or Thornton or the management team) to avoid potential complications for our U.S. M&A deals and/or U.S. fundraising activities.
Happy to discuss over a call.
Xin
Xin Wang
王昕
Bohai Harvest RST (Shanghai) Equity Investment Fund Management Co., Ltd.
渤海华美（上海）股权投资基金管理有限公司
Tel:
[REDACTED]
Cel:
[REDACTED]
[REDACTED]@bhrpe.com