Exhibit 10.2

                          BUSINESS MANAGEMENT AGREEMENT

     AGREEMENT  made  as of the  27th.  February,  2002,  by and  among  SHIMODA
RESOURCES HOLDINGS,  INC., a corporation organized under the laws of Nevada (the
"Corporation"),  and  SHIMODA  CAPITAL  ADVISORS  LIMITED,  a limited  liability
company organized under the laws of the Cayman Islands (the "Business Manager").

WITNESSETH:
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     WHEREAS,  the Corporation is organized under the laws of Nevada,  formed of
the purpose of acquiring  resources  licences and resource companies in Emerging
Europe,i.e.  the Russian Federation and other former Soviet Union republics,  as
well as Central and Eastern Europe; and

     WHEREAS,  the Corporation  desires to retain the management services of the
Business  Manager for the  Corporation,  and the Business  Manager is willing to
render such services, upon the terms and conditions set forth herein.

     NOW,  THEREFORE,  in consideration  of the premises and mutual  convenience
hereinafter set forth, and for other good and valuable consideration the receipt
and sufficiency of which are hereby acknowledged the parties hereto intending to
be legally bound hereby agree as follows:

1.  Appointment of the Business  Manager.  The  Corporation  hereby appoints the
Business  Manager  to act as the  Business  Manager to the  Corporation  for the
period  and on the terms  set  forth in this  Agreement.  The  Business  Manager
accepts such appointment and agrees to render the services  described herein for
the compensation  herein  provided,  in accordance with the terms and conditions
set forth herein.

2.  Duties of the  Business  Manager.  Subject to the  overall  supervision  and
authority of the Corporation's Board of Directors, the Business Manager shall be
responsible for the acquisition, management and disposition of the assets of the
Corporation  in  accordance  with the  Corporation's  objectives,  policies  and
restrictions, the execution of all contracts, agreements,  instruments and other
documents related to such activities, subject to the following understandings:

     (a) The Business Manager shall furnish a continuous  management program for
the  Corporation  and,  in so  doing,  shall  determine  from  time to time what
resources  opportunities  will be  acquired,  retained,  sold or  pledged by the
Corporation.

     (b) The Corporation hereby appoints the Business Manager as an agent of the
Corporation  with  discretionary  authority to negotiate and to effect  resource
acquisition  transactions and to implement the objectives and policies described
in the  Bylaws  on behalf  and in the name of the  Corporation  pursuant  to the
Business Manager's  determination  either directly with, or indirectly through a
sub-Business Manager, or with any other such agent.

     (c) The  Corporation  appoints  the  Business  Manager  as an  agent of the
Corporation  with  discretionary  authority to  determine  when and how much the
Corporation  should borrow, to negotiate the terms of all such borrowings and to
borrow,  or  instruct  the  Corporation's  directors  to borrow  and to  execute
documents in connection  with such that prior written notice of such  borrowings
shall be given to the Corporation's directors.

     (d)  Whenever  the  Business  Manager  deems  the  purchase  or  sale of an
resources  opportunity  to be in  the  best  interest  of the  Corporation,  the
Business Manager may, but shall not be obligated to aggregate if any. Allocation
of any  resources  opportunities,  so aquired or sold,  as well as the  expenses
incurred in the transaction, will be obligations to the Corporation.

     (f) The  Business  Manager  shall  render  to the  Corporation's  Board  of
Directors  such  periodic  and  special  reports as the  Corporation's  Board of
Directors may reasonably request.

     (g) The Business Manager,  in the performance of its duties and obligations
under this Agreement, shall act in conformity with the Bylaws of the Corporation
and  the   instructions  and  directions  of  the  Board  of  Directors  of  the
Corporation.

    (h) The Business Manager shall use its best efforts, judgment and facilities
in the performance of its duties under this Agreement.

3. Execution of Acquisitions  and  Divestments.  The Corporation  authorizes the
Business  Manager directly or through any  sub-Business  Manager,  to select the
agents that will execute  acquisitions  and  divestments for the Corporation and
directs  the  Business  Manager  to use its  best  efforts  to  obtain  the best
available price and execution except as prescribed herein.

4. Delivery of Documents.  The Corporation has delivered to the Business Manager
copies of the Bylaws of the  Corporation  as in effect on the date  hereof,  and
will  promptly  notify  and will  deliver  to the  Business  Manager  all future
amendments and  supplements  thereto,  if any. The Business  Manager may rely on
these documents.

<PAGE>

5. Remuneration and Expenses.

     (a) Fees.
          (i) For the services provided by the Business Manager pursuant to this
          Agreement,   the  Corporation   shall  pay  the  Business  Manager  as
          compensation  therefor a management fee equal to 1.5% per annum of the
          enterprise value (EV) of the Corporation,  payable monthly in advance.
          This fee shall be paid in U.S.  Dollars and in  immediately  available
          funds promptly at the beginning of each such month.

          (ii)  The  Business  Manager  shall  also be  entitled  to  receive  a
          performance fee equal to 15.0% of the appreciation in the EV per share
          of the  Corporation  per  quarter,  payable in  arrears,  paid only in
          respect to appreciation that causes the EV of such share to exceed the
          highest EV of the share on any previous  performance  fee  calculation
          date.

The performance fee is intended to create an incentive for the Business  Manager
to maximise the performance of the Corporation's shares.

     (b) Expenses.
          The  Corporation   shall  reimburse  the  Business   Manager  for  all
          reasonable  out-of-pocket  expenses  incurred by it in connection with
          the  services to be performed  by it pursuant to this  Agreement.  The
          Business  Manager  shall be  authorized to pay or cause the payment of
          all expenses of the Corporation.

     (c) Fees of an Advisor.
          The Corporation  shall bear and pay all the fees and expenses incurred
          by it in connection with the retention of the services of any Resource
          Project  Advisor in connection  with the  performance  of the Business
          Manager's  duties  under the  Agreement.  The  agreements  between the
          Business  Manager and each Advisor,  if any,  will contain  provisions
          requiring  the  Advisors to adopt  standards  of care similar to those
          contained in this Agreement.

     (d) Performance Fee Disclosure.
          The Corporation  acknowledges  that the fee  arrangement  contained in
          Section  6(a)  hereof may create an  unrealized  appreciation  for the
          Business  Manager  to  make  acquisitions  that  are  riskier  or more
          speculative  than would be the case in the  absence  of a  performance
          fee.

Since the Business  Manager's  compensation  5(a) hereof is based in part on the
unrealized  appreciation  of assets for which market  quotations are not readily
available,  the value of such  assets  will be  recorded  at their fair value as
determined  in good  faith  by the  Board of  Directors  of the  Corporation  in
                    consultation with the Business Manager.

6. Liability and Indemnification of Business Manager.

     (a) The Business  Manager  shall not be liable for any error of judgment or
mistake of law or for any loss suffered by the  Corporation  in connection  with
the  matters to which  this  Agreement  relates,  except a loss  resulting  from
willful  misfeasance,  bad faith or gross negligence on the part of the Business
Manager in the  performance of its  obligations and duties under this Agreement.
Nothing  herein shall in any way constitute a waiver or limitation of any rights
which the undersigned may have under any federal securities laws.

     (b) The  Corporation  shall  indemnify the Business  Manager to the fullest
extent  permitted by law against any and all judgments,  fines,  amounts paid in
settlement and reasonable  expenses,  including  attorney's fees incurred by the
Business Manager of the Corporation except to the extent that such action,  suit
or proceeding results from willful misfeasance, bad faith or gross negligence on
the part of the Business Manager.

7. Term; Assignment.

     (a) This Agreement  shall be effective from the date hereof for a period of
five (5) years,  superseding all previous  agreements between the parties hereto
and thereafter  this  Agreement  shall  automatically  be renewed for additional
consecutive  five-year terms,  until terminated by the any of the parties hereto
as provided herein.  The Corporation and the Business Manager may each terminate
this  agreement  as of the last day of the  five-year  period on at least ninety
(90) days' written notice to the other party. No such termination will, however,
affect the  liabilities  or  obligations  of the  parties  under this  Agreement
arising from transactions initiated prior to such termination..

<PAGE>

     (b) No party to this  Agreement may assign right or delegate any obligation
arising  under this  Agreement  without the prior  written  consent of the other
party hereto.

8.  Independent  Contractor  Status.  This  Agreement  shall not be construed to
constitute a partnership  between the Business Manager and the  Corporation.  In
furnishing the services thereunder,  the Business Manager shall for all purposes
herein be acting as an  independent  contractor,  and nothing  contained  herein
shall be deemed to create an employer/employee  relationship between the parties
hereto. Accordingly,  the Business Manager shall have no authority to act for or
on behalf of the  Corporation of to bind the  Corporation in any way,  except as
provided in this  Agreement or as may  otherwise be  authorized  by the Board of
Directors of the  Corporation.  Any office  maintained  by the Business  Manager
shall not be considered an office of the Corporation.

9. Non-Exclusivity.  Nothing in this Agreement shall limit or restrict the right
of any  director,  officer or employee of the Business  Manager to engage in any
other  business  or to  devote  his  time  and  attention  in part to any  other
business.  Nothing in this  Agreement  shall limit or restrict  the right of the
Business  Manager to engage in any other  business or to render  services of any
kind to any other corporation, firm, individual or association.

10. Notices. All notices,  requests,  demands and other communications  provided
for under this Agreement shall be deemed delivered when sent if sent by telex or
facsimile or, if mailed, five Business Days after mailing by certified air mail,
postage prepaid, in all cases to party or parties at the following addresses:

     If to the Corporation, then to:

          Shimoda Resources Holdings, Inc.
          c/o. Suite 230, 15 River Road,
          Wilton, CT 06897,
          USA
          Telephone:    (1203) 563-9430
          Facsimile:    (1203) 563-9832

If to the Business Manager, then to:

          Shimoda Capital Advisors Limited.
          69 Jennett Street,
          George Town,
          Grand Cayman,
          Cayman Islands
          Telephone:    (345) 949-0050
          Facsimile:    (345) 949-8062
          Attention:    Mr.David Mapley

or as to each party,  at such other address as shall be designated by such party
notice to the other  parties  complying  as to  delivery  with the terms of this
Section 10.

11. Entire  Agreement.  This Agreement  constitutes the entire  Agreement of the
parties  with  respect to the subject  matter  hereof and  supersedes  all prior
written and oral agreements and understandings.

12.  Governing  Law.  This  Agreement  shall be  governed  by and  construed  in
accordance  with  the  laws  of the  State  of New  York  without  reference  to
principles of conflicts of laws.

13. Disputes.  Any claim, dispute or controversy arising out of or in connection
with or  relating to this  Agreement  for the breach or alleged  breach  thereof
shall be submitted by the parties to such dispute  initially to mediation in the
State of New York,  before a single  mediator  agreeable  to such  parties.  The
mediator  shall  convene  both  parties for such  meetings as the  mediator  may
determine are necessary for the purposes of amicably  resolving the dispute.  If
the parties are  unsuccessful  in amicably  resolving  any such dispute  through
mediation within forty-five days after the commencement of mediation then either
party or both of them may  submit any such  claim,  dispute  or  controversy  to
settlement  by  arbitration  in the  Cayman  Islands  before  a panel  of  three
arbitrators,  and the Award  rendered by the  arbitrators  may be entered in any
court having jurisdiction thereof.

14.  Counterparts.  This Agreement may be executed in two or more  counterparts,
each of which shall be deemed to be an original, but all of which together shall
constitute one and the same instrument.

<PAGE>

     IN WITNESS  WHEREOF,  the parties  hereto have caused this  Agreement to be
executed by their officers designated below on the dated herein above written.

                        SHIMODA RESOURCES HOLDINGS, INC.

                        By:     /s/ Peter J Lazaro
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                        Name:   Peter Joseph Lazaro

                        Title:  Secretary & Treasurer

                        SHIMODA CAPITAL ADVISORS LIMITED

                        By:     /s/ David J Mapley
                                ------------------

                        Name:   David John Mapley

                        Title:  Director