Kristen E. Burgers (VSB No. 67997)

HIRSCHLER FLEISCHER

8270 Greensboro Drive, Suite 700

Tysons, Virginia 22102

Telephone: (703) 584-8900

Facsimile: (703) 584-8901

Email: kburgers@hf-law.com

Proposed co-Counsel to the Debtors

Mark S. Lichtenstein (pro hac vice pending)

Crowell & Moring LLP

590 Madison Avenue, 20th Floor

New York, New York 10022

Telephone: (212) 223-4000

Facsimile: (212) 223-4001

Email: mlichtenstein@crowell.com

Proposed co-Counsel to the Debtors

IN THE UNITED STATES BANKRUPTCY COURT 

FOR THE EASTERN DISTRICT OF VIRGINIA

Alexandria Division

)

In re: )

) Chapter 11

GreenTech Automotive, Inc., )

) Case No. 18-10651

Debtor. )

)

DECLARATION OF TIM TIANHUA MAO IN SUPPORT OF

DEBTORS’ MOTION FOR ORDER AUTHORIZING GTA

TO IMPLEMENT A KEY EMPLOYEE INCENTIVE PLAN

I, Tim Tianhua Mao, hereby declare that the following is true to the best of my

knowledge, information and belief:

1. I am the President and Chief Executive Officer of Greentech Automotive, Inc. 

(“GTA”), the above-captioned debtor and debtor- in-possession. I have been employed in this

position by GTA since February 22, 2018, at which time I replaced Mr. Charles Wang, the 

longtime Chief Executive Officer and President of GTA. Prior to my appointment as President 

and CEO of GTA, I worked for Huawei Telecom for twenty-three years. I graduated from 

Zhejiang University with degrees in science and engineering. I am familiar with the day-to-day

operations, businesses and financial affairs of the Debtors.

2. I participated in the development of GTA’s proposed chapter 11 key employee

incentive plan (the “KEIP”), a program that would provide enhanced compensation to key

employees based on the achievement of specified goals related to GTA’sstrategic transaction

process in the Chapter 11 case.

EXHIBIT B

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3. I am duly authorized to make and submit this declaration (this “Declaration”) on

behalf of GTA in support of its Motion for an Order Authorizing GTA to Implement a Key

Employee Incentive Plan (the “Motion”).1

4. Except as otherwise indicated, all statements in this Declaration are based upon:

my personal knowledge; information supplied or verified by personnel in departments within

GTA; my review of GTA’s books and records as well as other relevant documents; my

discussions with other members of GTA’s management team; information supplied by the GTA’s 

professional advisors; or my opinion based upon experience, expertise and knowledge of GTA’s 

operations, financial condition and history. In making statements based on my review of GTA’s 

books and records, relevant documents and other information prepared or collected by GTA’s 

employees or professional advisors, I have relied upon these employees and professional advisors

to accurately record, prepare, collect and/or verify any such documentation or information. I am 

not a proposed participant in the KEIP program. I am not being compensated for this declaration

other than through payments made to me in the ordinary course of business in my position as

President and Chief Executive Officer of GTA.

5. If I were called to testify as a witness in this matter, I would testify competently to

the facts set forth herein.

6. Due to the enormous financial difficulties suffered by the Debtors pre-petition, as 

of February 26, 2018 (the “Petition Date”), GTA’s key executive team was comprised of 

Norman Chirite, GTA’s internal counsel and business advisor, and Peter Huddleston, GTA’s 

Chief Financial Officer (collectively, the “Key Employees”). As noted above, when Mr. 

Charles Wang, GTA’s longtime Chief Executive Officer and President, resigned his positions on 

 

1 Unless otherwise defined herein, each capitalized term shall have the meaning ascribed to such term in the Motion.

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February 22, 2018, I replaced him. Accordingly, as a new President and CEO, the Key

Employees are critical to the on-going success of the Business. I need the Key Employees to 

continue their employment by GTA in order to effectuate a successful restructuring in Chapter 

11. 

7. Mr. Huddleston and Mr. Chirite have skills, experience, institutional knowledge, 

and business savvy which are crucial to GTA’s success, as it pursues various strategic 

alternatives in its Chapter 11 case. Whether GTA ultimately seeks to reorganize or to sell assets 

without the Key Employees to coordinate between me and GTA’s professionals, counter-parties 

and creditors, GTA’s chances of realizing value for stakeholders will be severely impaired.

8. Mr. Huddleston is an extremely detail oriented Chief Financial Officer. He has 

intimate knowledge of all of the claims against GTA and will be able to assist in the diligence to 

be conducted by potential acquirers in any asset sales and to provide the required financial 

reporting in the GTA case. Mr. Huddleston also has access to all relevant information necessary

for the success of this Chapter 11 case.

9. The ongoing services of Mr. Chirite, a former partner in the corporate department 

of Weil, Gotshal & Manges and a senior private equity executive, is also critical to the success of 

this Chapter 11 case. Prior to the Petition Date, Mr. Chirite coordinated all the defensive 

litigation confronting GTA. Mr. Chirite is also integral to the prosecution of a potentially very

valuable affirmative lawsuit against Plastech Holdings Company (“Plastech”), an entity that 

inflicted egregious harm against GTA by filing a fraudulent document in a since dismissed 

lawsuit, and its attorneys. As a result of the foregoing misconduct, GTA has commenced a 

lawsuit against Plastech and its attorneys, Susman Godfrey, for multi-million dollars’ worth of 

damages. Mr. Chirite is integral to this valuable litigation claim.

10. In addition to his irreplaceable knowledge of the various pending litigations 

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against GTA, and by GTA, Mr. Chirite is singularly familiar with the terms of the JSAT Interest, 

which is a critical asset of the GTA. JSAT is a potential plan funder and/or asset acquirer. Mr. 

Chirite's continued involvement in these cases on behalf of GTA is manifestly important to 

effecting any transaction in regards to the JSAT Interest or JSAT. Finally, Mr. Chirite is well 

known to the members of the Board of Directors of GTA (the “Board”), the majority of whom 

are Chinese. Without Mr. Chirite, a sophisticated attorney and businessman, the critical 

communications and decision-making required across oceans and continents will be severely 

impaired at a time where clarity and communication has never been more important. Simply put, 

Mr. Chirite is a critical employee, as is Mr. Huddleston.

11. At present, Mr. Huddleston is paid $240,000.00 per year by the Debtors plus 

health benefits. Mr. Chirite is paid $200,000 per year by the Debtors plus health benefits. 

Neither Mr. Huddleston nor Mr. Chirite has a written employment agreement with the Debtors.

12. In anticipation of the Chapter 11 case, Mr. Chirite and Mr. Huddleston worked 

together with the Board of GTA to formulate an appropriate hybrid KEIP program to incentivize 

Mr. Chirite and Mr. Huddleston to remain employed by GTA throughout the course of the 

Chapter 11 case and to help GTA achieve successful results in the Chapter 11 case through a 

reorganization or a sale of assets. The terms of the KEIP, as agreed by the Board and the Key

Employees, is well within GTA’s sound business judgment. Those terms are described in detail 

in the Motion.

Conclusion

13. Based on the analysis and advice provided to me by GTA’s management and

advisors, my own experience on GTA’s Board and as a GTA executive, and my independent 

business judgment, I believe that the KEIP is consistent with the important goal of retaining the 

Key Employees by providing them with incentive opportunities and payments upon termination.

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Similarly, I believe that the KEIP is reasonable and specifically targeted to achieve important

goals during this Chapter 11 case: the KEIP will motivate the Key Employees to maximize

recoveries in GTA’s restructuring or asset sale and will encourage the Key Employees to remain

with GTA during the bankruptcy case. 

14. Moreover, the costs of the KEIP Plans were deliberately set at or below market

norms for organizations comparable to GTA. Thus, the KEIP comes at a modest cost that is far

outweighed by the ongoing contributions these Key Employees provide and the potential damages 

that may arise by critical employee departures. In sum, unless the KEIP is approved, GTA will

struggle to effectuate a successfulrestructuring.

Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing is true and

correct to the best of my knowledge and belief.

Dated: February 28, 2018 Respectfully submitted,

Mr. Tim Tianhua

President and Chief Executive Office of GTA

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