How to Invest in TAB-Forest Small Scale Mining Joint Ventures (JV500)
Investing in a TAB-Forest joint venture is straightforward. Investment activities with respect to our small scale mining projects are being handled by International Resource Group (“IRG”), one of our strategic partners. They will be glad to answer any questions you may have. Below is a summary of how investments are made and managed.
First, TAB-Forest develops the structure of the joint venture opportunity, then specifies the details to IRG.
Next, IRG develops the investment paperwork to be made available to prospective investors and reviews that material with TAB-Forest. Such materials include:
- Private Placement Memorandum – All joint ventures are Private Placements that offer full disclosure and are issued pursuant to the USA Securities and Exchange Commission Regulation D Rule 506. The “PPM” is the official informational document that describes all aspects of the investment, including projected cash flows and risks.
- Subscription Agreement – The Subscription Agreement is the document where the investor indicate how many membership units they’d like (typically around $5,000 each) and commit to the investment by signing. This signature page is one of the two pages needed to execute the investment.
- Operating Agreement – Each joint venture is a separate investment. As such, a new and separate entity, typically a USA Limited Liability Company, is created by IRG for this sole purpose. It is this new LLC that investors invest in. As an investor in this LLC, an investor becomes a voting member (owner) in proportion to his investment. If an investor purchase 14 membership units and there are 100 total units sold, that investor would be a 14% owner in the LLC. IRG serves as the Manager of the LLC and is paid a fee for those services. This LLC then enters into a Joint Venture Agreement with TAB-Forest on a specific gold mine project. The second key document required to invest is the signature page of the Operating Agreement.
- Joint Venture Agreement – Once all the owners of the new LLC have been established, IRG will call for a vote to enter in the Joint Venture Agreement with TAB-Forest. An investor will be able to review this key document before they invest. A two-thirds vote of the members is required to commit to any major contract. Once the vote is approved, IRG, as the LLC Manager, will execute the Joint Venture Agreement with TAB-Forest.
- Summary Presentation – For each joint venture, IRG prepares a brief PowerPoint slide deck summarizing the investment.
1) Next, once the investor obtains the materials and has read and fully understands the investment, he/she executes the signature page of the Subscription Agreement and the Operating Agreement, and sends the funds to the new LLC bank account per the provided instructions. IRG is available every step of the way to explain and assist.
2) Next, once the Private Placement is complete and all the owners are on board, the investor will receive their Membership Certificate (similar to a stock certificate) documenting their investment, along with a copy of all the relevant documents.
3) Next, IRG will ask the members to vote to enter into the Joint Venture Agreement with TAB-Forest and, upon member approval, will then execute that agreement.
4) Next, once all documents are in place, IRG will wire the funds to TAB-Forest’s bank account. The agreements require that TAB-Forest maintain a separate bank account for each joint venture, and the bank is also obligated to honor this structure.
5) Next, TAB-Forest goes to work. Throughout this process and the joint venture period, the investor will develop a close relationship with IRG. IRG speaks with TAB-Forest on an almost daily basis and travels to Ghana to monitor operations there on a regular basis. In addition to personal phone calls at any time, IRG emails regular updates and posts updates on its blog. Payments are received quarterly and distributions are made at that time. At the end of the joint venture term, the LLC is terminated (unless the members choose to continue the LLC, such as by entering into a new joint venture). IRG handles all administrative matters, including payments, legal matters, tax returns, etc., on behalf of the LLC.
Please take a moment to explore our current Private Placement offering - JV500 Small Scale Mine. To learn more, please contact us or visit International Resource Group website - http://irgfuture.com