AGREEMENT AND PLAN OF SECURITIES EXCHANGE BY AND AMONG SHAMIKA 2 GOLD, INC., THE MILLENNIUM MINING TRUST AND THE MILLENNIUM INTERNATIONAL GROUP, PLC DATED: DECEMBER 17, 2010Agreement and Plan • December 23rd, 2010 • Shamika 2 Gold, Inc. • Metal mining • Nevada
THIS AGREEMENT AND PLAN OF SECURITIES EXCHANGE (hereinafter referred to as the “Agreement”), is entered into as of this 17th day of December, 2010, by and among Shamika 2 Gold, Inc., a Nevada corporation (“Shamika”), the representatives of a company to be organized under the laws of the Republic of Mauritius (“Newco”), The Millennium Mining Trust, a New York trust comprised of certain shareholders of Newco (the “Newco Common Holders”), The Millennium International Group, PLC, a public limited company organized under the laws of the Kingdom of Cambodia (“Millennium”, and collectively with the Newco Common Holders, the “Newco Holders”). (Shamika, Newco and the Newco Holders are sometimes hereinafter collectively referred to as the “Parties” and individually as a “Party”).
