Exhibit 10.1
    

    

    

    
       (Translation)
    

    
    	
          Petition for the
        	

        	
          Form Lor. 4.1
        
	
          Business Reorganization
        	
          
            Royal Emblem
          

        	
          
            Black Case No. For.[18 ]/[53 ]
          

        


    

    
                                                                 Central
      Bankruptcy Court
                                                   Date
      __30__ Month _March_____B.E. 2010
                                                 Bankruptcy
      Case (Business Reorganization)
    

    

    

    
      Innovex (Thailand) Limited_____________________ Petitioner hereby
      submits this Petition for the reorganization of the business of                                  Innovex
      (Thailand) Limited Debtor with the details as follows.*
    

    

    

    
    	
           
        	
          
            Clause 1.
          

        	
          
            The Petitioner is
          

        	
          [X] Debtor
        	

        
	

        	

        	
          
             
          

        	

        	
          
            [ ] Governmental agency, i.e.
          

        	
          
             
          

        
	

        	

        	
          
             
          

        	
          
             
          

        	
          
            [ ] Creditor(s) which is
          

        	
          
            [ ] individual(s)
          

        
	

        	

        	

        	
          
             
          

        	

        	
          
            [ ] juristic person(s)
          

        
	

        	

        	
          
            Nationality ___-____,
          

        	
          
            Aged ______-______ years,
          

        	
          
             
          

        	
          
            [x] Occupation
          

        
	

        	

        	
          [X] Business type operating the business of import, export,
          manufacture and sale of flexible circuits.
        
	

        	

        	
          
            [ ] Personal Identification Card No. ⃞-⃞⃞⃞⃞-⃞⃞⃞⃞-⃞⃞-⃞
          

        
	

        	

        	
          
            [x] Corporate Registration No.
            _________________0515539000230_____________________
          

        
	

        	

        	
          
            Residing at No. 79 Moo 4 I-EA-T Free Zone, Northern Industrial
            Estate, Tumbol Banklang, Amphur Muang, Lamphun, Thailand
          

        
	

        	

        	
          
            Tel. _______053 554 700__________                    Facsimile
            ________053 554 699________
          

        


    

    
    	
           
        	
          Clause 2.
        	
          The Debtor is
        
	

        	

        	
          [ ] Public limited company [x] Limited company operating the
          business of import, export, manufacture and sale of flexible
          circuits.
        
	

        	

        	
          
            [ ] Commercial Bank [ ] Finance company [ ] Finance and securities
            company/Credit foncier company whereby written consent of the Bank
            of Thailand has been obtained, details of which appear in the
            Exhibit No. __-______
          

        
	

        	

        	
          
            [ ] Securities company whereby written consent of the Securities
            and Exchange Commission has been obtained, details of which appear
            in the Exhibit No. ___-________
          

        
	

        	

        	
          
            [ ] Casualty life insurance company [ ] Life insurance company
            whereby written consent of the Insurance Department has been
            obtained, details of which appear in the Exhibit No. ___-______
          

        
	

        	

        	
          
            [x] Corporate Registration No. ___0515539000230_________
          

        
	

        	

        	
          
            Residing at No. 79 Moo 4 I-EA-T Free Zone, Northern Industrial
            Estate, Tumbol Banklang, Amphur Muang, Lamphun, Thailand
          

        
	

        	

        	
          
            Tel. _____053 554 700______                             Facsimile
            ______053 554 699_______
          

        
	

        	

        	
          
            Details of which appear in the Exhibit No. __________1___________
          

        


    

    



    
      *Remarks  In case that there are more than one petitioner
      or debtor, details of other petitioners or debtors shall be filled up in
      the domicile list.
    

    
      
        

        

      

      
        

        

        
          


        

      

      
        

        

      

    

    

    

    
    	
           
        	
          Clause 3.
        	
          Substance of debts of the Debtor
        
	

        	

        	
          
            [x] The debtor has indebtedness of approximately Baht
          

        
	

        	

        	
          
            [2,541,144,407]
          

        
	

        	

        	
          (calculated as of [ 2 January 2010 ])
        
	

        	

        	
          
            [ ] The Petitioner is a creditor of the debtor having debts of Baht
          

        
	

        	

        	
          
             
          

        
	

        	

        	
           
        
	

        	

        	
          
            with the details as follows:
          

        
	

        	

        	
           
        


    

    
      3.1 Debts owed to creditors
    

    
      (a)   The Debtor is a juristic person in the category of limited company
      incorporated and operates under the Law of Thailand, having primary
      objectives in operating the business of import, export, manufacture and
      sale of flexible circuits.
    

    
      (b)   The debtor has the indebtedness owed to several creditors,
      including financial creditors and trade creditors, the amount of total
      indebtedness calculated as at [ 2 January 2010 ] is approximately Baht
      [2,541] million.  The said debts comprising various categories, such as,
      [ short term and long term loan granted by financial institutions, trade
      account payable, debts incurred from goods purchasing such as raw
      materials, tools, machinery, equipment, etc.,] details appear in the
      unaudited Financial Statement ending 2 January 2010, the Summary of
      Outstanding Balances Owed to Creditors as at [ 2 January 2010 ] prepared
      by the Debtor and list of creditors prepared by the Debtor as at [ 2
      January 2010], which are attached hereto as the Exhibits No. 2, 3 and 4
      respectively.  As such, it is apparently established that the Debtor is
      insolvent and owed to several creditors with a definite amount,
      including principal and interest, of not less than Baht 10 million,
      total debts calculated up to the date on which this Petition for the
      Business Reorganization of the Debtor is submitted.  Now, therefore, the
      Debtor hereby submits this Petition for the Business Reorganization to
      the Central Bankruptcy Court pursuant to the Bankruptcy Act B.E. 2483
      (1940) including all amendments thereafter (“Bankruptcy Act”).
    

    
      
        

        

      

      
        
          2
        

        
          


        

      

      
        

        

      

    

    
      Lor. 1.2/Lor. 4.2
    

    

    

    
    	
           
        	
          Clause 4.
        	
          Debtor’s insolvency status
        
	

        	

        	
          The Debtor is insolvent because
        
	

        	

        	
          [x]
        	
          The Debtor does not have assets sufficient to meet its liabilities.
        
	

        	

        	
          [x]
        	
          The Debtor falls under the presumption under Section 8 of the
          Bankruptcy Act B.E. 2483 (1940) where
        
	

        	

        	
          [ ]
        	
          the debtor has transferred asset or rights in management of its
          asset to other persons for the benefit of all its creditors whether
          such act is done within or without the Kingdom.
        
	

        	

        	
          [ ]
        	
          the debtor has transferred or delivered its asset with dishonest or
          fraudulent intent whether such act is done within or without the
          Kingdom.
        
	

        	

        	
          [ ]
        	
          the debtor has transferred its asset or creates any right over such
          asset which, if the debtor were a bankrupt, would be deemed as act
          of preference whether such act is done within or without the Kingdom.
        
	

        	

        	
          [ ]
        	
          the debtor leaves the Kingdom, or, having previously left, remains
          outside the Kingdom in order to delay payment of his debt, or in
          order to prevent a creditor from receiving payment of the debt.
        
	

        	

        	
          [ ]
        	
          the Debtor leaves the premises in which he has resided, or conceals
          himself in any premises, or absconds or leaves by other means, or
          closes his place of business in order to delay payment of his debt,
          or in order to prevent a creditor from receiving payment of the debt.
        
	

        	

        	
          [ ]
        	
          the Debtor removes asset out of the jurisdiction of the court in
          order to delay payment of his debt, or in order to prevent a
          creditor from receiving payment of the debt.
        
	

        	

        	
          [ ]
        	
          the Debtor consents to judgement ordering the payment of money which
          he should not pay in order to delay payment of his debt, or in order
          to prevent a creditor from receiving payment of the debt.
        
	

        	

        	
          [ ]
        	
          the debtor has had its asset attached under a write of execution, or
          there is no asset of any kind capable of attachment for payment of
          the debt.
        
	

        	

        	
          [ ]
        	
          the debtor declares to the court in any action that it cannot pay
          its debts.
        
	

        	

        	
          [ ]
        	
          the debtor informs any of its creditors that it cannot pay its debts.
        
	

        	

        	
          [x]
        	
          the debtor submits to any two or more of its creditors a proposal
          for composition of its debts.
        
	

        	

        	
          [ ]
        	
          the debtor receives demand letters from its creditor not less than
          twice, at intervals of not less than 30 days, and the debtor does
          not pay the debt.
        
	

        	

        	
           
        
	

        	

        	
          
            with the details as follows ______________________________________
          

        


    

    

    

    
      
        

        

      

      
        
          3
        

        
          


        

      

      
        

        

      

    

    

    

    
      4.1         Assets and liabilities of the Debtor
    

    
      The Debtor would like to inform the Court that the Debtor is insolvent
      as at present the Debtor does not have sufficient assets to satisfy its
      debts, details, facts and reasons are as described here below.
    

    

    

    
      4.1.1      The Debtor does not have sufficient assets to satisfy its
      debts as shown on the audited Financial Statement of the Debtor and the
      Auditor’s Report
    

    
      According to the unaudited Financial Statement of the Debtor of 2
      January 2010, the Debtor has total assets of Baht 1,246 million and
      liabilities of Baht 2,541 million.  Therefore, as at 2 January 2010, the
      Debtor has liabilities more than assets in the amount of Baht 1,295
      million, details are as per Exhibit 2.
    

    

    

    
      4.1.2      The Debtor does not have sufficient assets to satisfy its
      debts as shown on the List of Total Assets and Liabilities of the Debtor
      as at 2 January 2010 per the Exhibit 5.
    

    
      In addition, the Debtor has prepared the List of Total Assets and
      Liabilities of the Debtor as at 2 January 2010, based on un-audited
      management information, with the details as follows.
    

    

    

    
    	

        	
          
            (Baht Thousands)
          

        
	
          
            ASSETS
          

        	
          
            Unaudited
          

        	
          Unaudited
        
	
          CURRENT ASSETS
        	
          FY10 Q1
        	
          FY09
        
	
          Cash and deposits at financial institution
        	
          9,094
        	
          18,510
        
	
          Trade accounts receivable
        	
          2,584
        	
          8,724
        
	
          Provision for doubtful debts - trade
        	
          (1,654)
        	
          (881)
        
	
          Accounts receivable - related party
        	
          2,881,259
        	
          2,889,373
        
	
          Amount due from related party
        	

        	
          -
        
	
          Provision for doubtful debts - related party
        	
          (2,881,259)
        	
          (2,889,373)
        
	
          Inventories - net
        	
          84,056
        	
          96,778
        
	
          Other current assets
        	
          1,834
        	
          6,746
        
	
          Total current assets
        	
          
            95,914
          

        	
          129,877
        
	

        	

        	
           
        
	
          NON-CURRENT ASSETS
        	

        	

        
	
          Property, plant and equipment - net
        	
          1,149,299
        	
          1,235,777
        
	
          Other non-current assets
        	
          445
        	
          420
        
	
          Total non-current assets
        	
          1,149,744
        	
          1,236,197
        
	
          TOTAL ASSETS
        	
          1,245,658
        	
          1,366,074
        
	

        	

        	
           
        
	
          
            LIABILITIES
          

        	

        	

        
	
          CURRENT LIABILITIES
        	

        	

        
	
          Short-term loans from banks
        	
          1,163,532
        	
          1,171,114
        
	
          Trade accounts payable
        	
          423,348
        	
          431,010
        
	
          Other accounts payable
        	
          5
        	
          5
        
	
          Current portion of long-term loan
        	
          286,247
        	
          239,400
        
	
          Amount due to related party
        	
          17,079
        	
          16,224
        
	
          Accrued expenses
        	
          51,524
        	
          34,495
        
	
          Accrued Interest expense
        	
          169,322
        	
          98,673
        
	
          Other current liabilities
        	
          387
        	
          366
        
	
          Total current liabilities
        	
          2,111,444
        	
          1,991,287
        
	

        	

        	
           
        
	
          NON-CURRENT LIABILITY
        	

        	

        
	
          Long-term loans from banks - net
        	
          429,700
        	
          484,600
        
	
          Total non-current liability
        	
          429,700
        	
          484,600
        
	
          TOTAL LIABILITIES
        	
          2,541,144
        	
          2,475,887
        


    

    

    

    
      
        

        

      

      
        
          4
        

        
          


        

      

      
        

        

      

    

    

    

    
      Based on the foregoing List of Total Assets and Liabilities of the
      Debtor as at 2 January 2010, the debtor has total assets of Baht 1,246
      million and total liabilities of Baht 2,541 million.  Therefore, as at 2
      January 2010, the debtor has liabilities more than assets in the amount
      of Baht 1,295 million.  It is apparent that the Debtor does not have
      sufficient assets to satisfy its debts and therefore, is deemed
      insolvent.
    

    
      In this regard, the Debtor would wish to inform that the Debtor operates
      the business of manufacture and sale of electronic parts.  Currently,
      the debtor’s largest customer is Innovex Inc, which is the parent
      company of the Debtor.  In operating the business, Innovex Inc will
      receive orders from customers located outside of Thailand and will place
      an inter-company order to the Debtor. The Debtor will then procure the
      materials and manufacture the products according to the order and will
      subsequently ship the finished products to destination on behalf of
      Innovex Inc.  The Debtor will then issue an invoice to Innovex Inc for
      the shipment of the order.
    

    
      However, the accounts receivables from related party has grown over the
      past 2 years as Innovex Inc, on a consolidated group basis, was
      insolvent on both asset test basis (more liabilities than assets) and
      cash flow test basis (cannot pay debts when they fall due).  Hence, it
      is clear that the parent company currently does not have sufficient
      assets to repay its inter-company payables to the Debtor, thus resulting
      in the Debtor not able to repay its debt and the debt has been
      outstanding for certain period of time.
    

    
      Therefore, the Debtor has to make a provision for the accounts
      receivable recorded with the parent company which is in accordance with
      the General Accepted Accounting Principle of Thailand.  After the
      provision, the Debtor does not have sufficient assets to satisfy its
      debts and therefore, is deemed insolvent
    

    

    

    
      4.1.3      The Debtor encounters serious financial difficulties which
      have arisen from the lack of financial liquidity and hence could not
      sustain its business on an ongoing basis.
    

    
      The Debtor is a manufacturer of flexible circuits that are used in
      electronic products like mobile phones, hard disk drives, smart cards
      and medical devices. It also offers to the customers, customized
      engineering, design, development and prototype to assembly and testing
      services. The Debtor would manufacture products in accordance to the
      customers’ needs and orders from its parent company, i.e. Innovex as
      described in 4.1.2 above.  Innovex Inc plays a key role in supporting
      the USA-based customers while the Debtor performs all of the group’s the
      manufacturing function.  Currently, the Debtor operates and manufactures
      products out from its manufacturing facility in Lamphun.
    

    
      
        

        

      

      
        
          5
        

        
          


        

      

      
        

        

      

    

    

    

    
      Previously, the Debtor had encountered financial problems due to changes
      to customer’s technology application.  That is, the Debtor business
      relies mainly on its parent company orders and majority of its business
      pertained to one customer, Seagate.  With Seagate’s change in technology
      platform and subsequently the loss of major revenue stream for both
      Innovex Inc and the Debtor, starting from fiscal year 2006, Innovex Inc
      took actions to restructure its operations, seek new customers and
      embarked on a strategy to develop new products across wider range of
      product application and wider range of customer base.  In mid 2008, the
      Debtor successfully restructured its long term debt with BAY and TMB. By
      end of 2008, new management team members were recruited to drive changes
      within the organization required for the recovery of the
      business.  Specifically, the new management took measures to improve
      cost structures by right-sizing the organization and consolidating key
      suppliers.  In addition, the new management had been successful in
      improving relationships with customers and sought new
      customers.  Production volumes for new customers and applications began
      to gain traction and ramped to mass production capacity in the third and
      fourth quarters of 2008, recording quarter on quarter growth of more
      than 25%.  Additionally, to improve the Debtor’s working capital
      situation, the new management took actions to realign customers’ and
      suppliers’ credit terms by reducing credit terms with key customers and
      consolidate key suppliers.
    

    
      Although the Debtor’s business began to recover, the global financial
      crisis in the late 2008 caused a loss of confidence in the electronics
      sector, resulting in a sharp reduction in orders to Innovex Inc.  This
      caused financial strain on Innovex Inc and subsequently the Debtor and
      as a result, adversely affected the Debtor’s ability to repay loan and
      material purchases on time.  In addition, by the beginning of 2009, the
      orders from customers resumed and started showing traction to grow back
      to pre-financial crisis levels, but due to the lack of working capital
      to fund raw material purchases, the Debtor was unable to fulfill all
      customers’ requirements, causing further financial strain due to low
      capacity utilization and high fixed cost structure.
    

    

    

    
      4.2        The act of the Debtor falls under the presumption that the
      Debtor is insolvent.
    

    
      4.2.1      The Debtor’s ability to
      service debts
    

    
      As described in 4.1.3 hereabove, the global financial crisis in the late
      2008 which resulted in a sharp reduction in orders, has seriously
      affected the business operation of the Debtor.  As a result, the Debtor
      could not repay its debts when due and as at 2 January 2010 the Debtor’s
      current liabilities is higher than its current assets in the amount of
      Baht 1,295 million.
    

    

    

    
      4.2.2      The Debtor has submitted to
      any two or more of its creditors a proposal for composition of its
      debts, which falls under the presumption under Section 8(8) of the
      Bankruptcy Act B.E. 2483 (1940).
    

    
      Due to the circumstances described in Clauses 4.1.3 and 4.2.1, from
      November 2008, the Debtor once again initiated the debt restructuring
      negotiation process with its financial creditors, i.e. BAY and TMB which
      are major creditors of the Debtor.  That is, during the Debtor’s monthly
      review meetings with the financial creditors, TMB Bank Public Company
      Limited (TMB) and Bank of Ayudhya Public Company Limited (BAY), in
      November and December 2008, the Debtor initiated discussions with the
      creditors on the possibility of further debt restructuring given the
      situation that the Debtor was facing as a result from the global
      financial crisis.   By the end of February 2009, the Debtor formally
      initiated the debt restructuring process with TMB and BAY.  After
      several discussions, the Debtor then proceeded to submit several debt
      restructuring proposals to TMB and BAY during April 2009.  However, the
      debt restructuring had not yet been successful. By July 2009,
      PricewaterhouseCoopers (PWC) were appointed as Debtor’s financial
      advisors and has since been working closely with the Debtor, BAY and TMB
      to review debt restructuring options.
    

    
      
        

        

      

      
        
          6
        

        
          


        

      

      
        

        

      

    

    

    

    
      After appointment, PWC worked with the Debtor to validate its financial
      status and business strategy and analyze financial project and debt
      restructuring options of the Debtor.  Upon the completion of its review
      of the Debtor’s business plan and model, PWC prepared a proposal
      detailing available debt restructuring options to both TMB and
      BAY.  Based on the options proposed, TMB and BAY agreed to proceed with
      the option of selling the existing debt to another potential financier
      or investor and indicated that they will not further restructure
      existing debt.  Accordingly, in August 2009, PWC helped the Debtor to
      seek new investors.  Of the many interested parties introduced by PWC,
      two potential parties were shortlisted to proceed further with the
      Debtor.  Currently, the process is still on-going with a potential
      investor who is now gathering internal approvals and reaching an
      agreement with TMB and BAY on the purchase price.  Therefore, it shall
      be deemed that the Debtor has submitted to any two or more of its
      creditors a proposal for composition of its debts.
    

    

    

    
      Based on the foregoing reasons described in Clause 4.1 and 4.2 here
      above, the Debtor is therefore insolvent due to the following reasons:
    

    

    

    
      (1)        The Debtor does not have assets sufficient to meet its
      obligations, facts of which stated in Clause 4.1 above;
    

    

    

    
      (2)        The Debtor has submitted to two or more of its major
      financial creditors a proposal for composition of its debts, details
      stated in Clause 4.2.2 above which falls under the presumption under
      Section 8(8) of the Bankruptcy Act.
    

    

    

    
      
        

        

      

      
        
          7
        

        
          


        

      

      
        

        

      

    

    

    

    
      Lor 4.3
    

    
      Clause 5. Reasonable grounds for Debtor’s business reorganization
    

    

    

    
      The Debtor would like to demonstrate to the Court that although the
      Debtor is insolvent, details appear in Clause 4 of this Petition, there
      are reasonable grounds and possibilities for the Debtor’s business
      reorganization as described below.
    

    

    

    
      5.1   Grounds as to the Debtor
    

    
      The Debtor would like to initially described that this Petition for the
      Business Reorganization is submitted in good faith as, in the Debtor’s
      opinion, the business reorganization could be successfully completed and
      thereby would yield benefits to all related parties--i.e. creditors,
      shareholders, co-investors, employees and contracting companies in
      related business.  Currently, the Debtor is encountering with severe
      financial difficulties and, as a consequence, the Debtor is unable to
      fulfill obligations owed by the Debtor to major financial creditors and
      thus cannot carry out its business.  The Debtor has a genuine necessity
      to have its business reorganized under the Bankruptcy Act.  If the
      Debtor’s business is to be continuously operated despite the fact that
      the Debtor is in default, the Debtor might be subject to court case, its
      creditors would file for repayment of debts where the Debtor is
      encountering lack of financial liquidity and working capital,
      ultimately, the Debtor would go bankrupt and be liquidated.  The
      liquidation of the Debtor would result in creditors receiving debt
      repayments in an amount less than the amount to be received in case the
      Debtor is adjudged bankrupt by the Court.
    

    
      The Debtor would like to confirm that the Debtor submits this Petition
      for the Business Reorganization in good faith with thorough
      consideration for fairness among all creditors, debtor’s shareholders
      and the Debtor itself with intention to coping with financial difficulty
      and enable the Debtor to continue its business as the Debtor’s business
      has a potential to re-emerge as a healthy one, provided that its debts
      would have been properly restructured with proper Planner and Plan
      Administrator in accordance with the provision and criteria of the
      business reorganization set forth under the Bankruptcy Act.  If the
      business reorganization of the Debtor is approved, the Debtor would be
      able to repay principal debts previously due to creditors and that would
      obviously be better than letting the Debtor be adjudged bankrupt which
      in conformity with the principle and intention of the Bankruptcy Act in
      respect of business reorganization.
    

    
      In addition, the Debtor would wish to inform that as the Debtor is still
      pursuing a capital restructuring and investment process with a potential
      investor, during the due diligence process, external consultants were
      hired to review and interview existing and potential new customers to
      understand the Debtor’s future business potential and position.  From
      the report generated by the external consultant, all the customers that
      were interviewed had responded positively and affirmed the Debtor’s
      strength in the flexible circuit technology and had indicated that the
      potential business will still be available to the Debtor upon completion
      of restructuring.
    

    
      
        

        

      

      
        
          8
        

        
          


        

      

      
        

        

      

    

    

    

    
      Furthermore, in terms of technology ability, while there are a large
      number of flexible circuit manufacturers globally, only a few compete
      directly with the Debtor in high-end, sub-100 micron applications. The
      Debtor’s process technology includes proprietary processes and chemical
      recipes together with extensive design expertise which enable the Debtor
      to deliver high unit volumes for complex high density flexible circuits
      at an effective cost to customers. The Debtor is recognized as a
      technology leader in fine-line high density, single and double-sided
      flexible circuits, multi-layer circuit technology and flexible circuit
      assembly technology, including advanced chip-on-flex, flip chip-on-flex
      and precision placement assembly technologies due mainly to its fine
      feature wide-width roll-to-roll and laser fabrication process
      technologies.  Therefore, the Debtor’s technology capability is
      extremely unique and is recognized as a worldwide technology leader in
      this field, hence, provides the Thai manufacturing high-technology
      sector with an edge over other countries.
    

    
      For these reasons, the Debtor hereby submits the Petition for the
      Business Reorganization requesting for the kind consideration of the
      Court to order the business reorganization of the Debtor which would
      create maximum benefits for all parties involved.
    

    

    

    
      5.2       Grounds relating to
      World and Thai Economy
    

    

    

    
      (a)       Debtor’s business is in a field and constitutes part of the
      high-technology electronics and manufacturing sector, which was
      adversely affected during the economic downturn at the end of 2008 which
      caused a loss of confidence in the electronics sector, resulting in a
      sharp reduction in orders to the Debtor.  This caused financial strain
      on the Debtor and as a result, reducing the Debtor’s ability to repay
      loan and material purchases on time.  It thus may be concluded that the
      Debtor’s financial difficulty is mainly as a result of the global
      financial crisis which affected the operation of the business sector in
      Thailand as a whole.
    

    
      However, the Debtor has received an investment promotion from the
      Thailand’s Board of Investment.  The Debtor’s business relates to high
      technology products which has positive potential growth.  Thus, the
      Debtor is certain that there are reasonable grounds for the business
      reorganization of the Debtor.  That is, if the business reorganization
      is approved in which the Debtor can restructure the debt to recapitalize
      the Debtor’s negative net worth and to obtain new working capital to
      strengthen its on-going operations, the Debtor would continue to survive
      as a going concern and generate profits in the future, which would be
      beneficial to all creditors and Debtor as well as shareholders and
      employees of the Debtor.
    

    
      (b)       If the business would not to be reorganized, the Debtor would
      ultimately go bankrupt and the situation would damage the Thai economy
      and society as a whole as follows.
    

    

    

    	
        The Debtor’s business would be closed down and discontinued, which
        will affect Thai economy as a whole.
      
	
        The impact would incur loss upon the Debtor’s domestic and foreign
        trade creditors, financial creditors, its debtors and its shareholders.
      
	
        Accordingly, all of its employees would be unemployed, thereby
        creating social and economic problems and affecting related business
        sector. As of end of March 2010, Innovex Thailand has a total of 474
        employees, which is made up of:
      


    
      
        

        

      

      
        
          9
        

        
          


        

      

      
        

        

      

    

    	
        324 number of daily-wage employees (direct labor)
      
	
        150 number of monthly-wage employees (indirect labor)
      


    
      Based on the Debtor’s current business plan, if its business would be
      reorganized, the Debtor would be required to recruit additional
      daily-wage labor and professionals (engineering, finance and supply
      chain management) in order to support the restart of its
      operations.  Based on the current plan, as the production volume ramps
      after the restart, the Debtor will be expected to employ more than 1,000
      employees, which would assist labor market as a whole.  
    

    

    

    	
        With the Debtor’s business discontinued, Thailand will lose the high
        technology engineering capability that is unique to the industry.
      
	
        The discontinuation of the Debtor’s business will also impact
        Thailand’s export volume and value. A majority of the Debtor’s
        products are exported overseas to customers located in China,
        Singapore, Taiwan and USA. In FY08, about 75% of the sales recorded by
        the Debtor were exports which were valued to be about 2,704 million
        Baht.
      
	
        In addition, the material suppliers which the Debtor procures from for
        its manufacturing processes will also be affected. Based on the past
        records, the Debtor procured and purchased raw materials, spare parts
        and equipment with values estimated to be as follows per year:
      


    
      - FY 2009 USD 15.8 million
- FY 2008 USD 46 million
- FY 2007 USD
      56 million
(*) FY2009 value decreased due to lower production volumes
      as a result of limited working capital following the global financial
      crisis at the end of 2008.
    

    

    

    
      Accordingly, about 30% to 40% of the value of the orders was estimated
      to be procured from local domestic Thailand suppliers.  
    

    

    

    
      5.2       Support from creditors
    

    
      As previously referred to in 4.2.2, The Debtor, following the receipt of
      an agreement from the financial creditors, the Debtor, with PWC’s
      support, is still pursuing a capital restructuring and investment
      process with a potential investor.   At the end of December 2009, the
      Debtor signed a mandate letter with Standard Chartered Bank (Standard
      Chartered), where the Debtor will work with Standard Chartered, on an
      exclusive basis for 90 days, to restructure its capital restructure.  In
      the letter, Standard Chartered stated its interest to purchase the
      Debtor’s existing debt from TMB and BAY at a discount from the total
      outstanding value and indicated its interest in injecting additional
      working capital in order for the Debtor to take advantage of its
      existing sales opportunities.  The transaction is subject to the
      completion of the due diligence process, internal approvals and reaching
      acceptable agreements with TMB and BAY on the purchase price.  As of mid
      March 2010, the due diligence process required for the consideration of
      the new investment project has already been completed and Standard
      Chartered is currently reviewing and getting internal approvals, as well
      as getting agreements from TMB and BAY on the purchase price of the
      debt.  In the event the transaction is successful, the new capital
      investment will help restart the Debtor’s operations.
    

    
      
        

        

      

      
        
          10
        

        
          


        

      

      
        

        

      

    

    

    

    
      In addition, the Debtor has strong support from trade creditors.  During
      the due diligence process, external consultants interviewed on behalf of
      the new investor, existing trade creditors and suppliers of key raw
      materials and equipment used in the Debtor’s manufacturing process.  The
      suppliers interviewed were namely Arrow Electronics, Nomura Trading, RBP
      Chemicals, Taiyo Yuden and Transtechnology.  In the external
      consultant’s report on the interview, all suppliers indicated that they
      would continue to provide support and work with the Debtor to supply
      materials and equipment when the operations restart and some have also
      indicated willingness to consider providing credit line in future.
    

    
      Further, the Debtor has also been receiving strong support from service
      providers and consultants.  For example, consultants like Deloitte
      Touche Tohmatsu, Baker Mckenize, International Legal Counselors
      Thailand, PricewaterhouseCoopers and BPA Consulting Limited continued to
      provide legal, financial and marketing consulting services relating to
      the Debtor’s debt restructuring and due diligence process without any
      advance payment and with knowledge that the Debtor has very limited
      ability to pay service fees until after the restructuring transaction is
      completed.
    

    
      Furthermore, contract workers outsource service providers like
      Skillpower Services were also very supportive of the Debtor’s
      restructuring process by continuing to provide contract workers when the
      need arise during this period.  They have indicated their support to
      resume service when the operation restarts.
    

    
      For these reasons, there are reasonable grounds for the business
      reorganization of the Debtor so as to allow the Debtor to continue its
      business with an opportunity to re-emerge as a healthy organization and
      generate income to repay debts to its creditors which is better than
      closing out the Debtor’s business where the Debtor would go bankrupt at
      the end.
    

    

    

    

    

    

    

    
      
        

        

      

      
        
          11
        

        
          


        

      

      
        

        

      

    

    
      Clause 6. Possibilities for the Business Reorganization of Debtor
    

    

    

    
      6.1       It is established that the Debtor is facing a financial
      difficulty-- liquidity problem and repayment default.  The business
      reorganization would benefit creditors and the Debtor and would allow
      the Debtor to survive as a going concern.
    

    
      6.2       Although the Debtor is insolvent, but should the business
      reorganization be allowed, there are possibilities for the business
      reorganization of the Debtor which some of possible ways to achieve the
      business reorganization could be described in brief as follows:
    

    
      (A) a rescheduling of existing debt with new working capital injection
      from TMB and BAY ;
    

    
      (B) a rescheduling existing debt with new equity injection from
      investor(s); or
    

    
      (C) a sale of existing bank debt by TMB and BAY with a subsequent
      restructuring of debt by new financier and new equity and/or working
      capital injection from investor(s).  
    

    

    

    

    

    
      The Debtor would like to restate that all aforementioned possibilities
      of the business reorganization would potentially enable the Debtor to
      recover its business performance and remain viable if the creditors and
      the Debtor are able to agree on a debt restructuring plan.
    

    

    

    
      The Debtor is confident that, if there is business reorganization in
      accordance with the method mentioned above, the Debtor would be able to
      continue its business and thereby generate sufficient income to make
      repayment to creditors and would survive as a going concern due mainly
      to the following reasons:
    

    

    

    	
        The Debtor is regarded as one of the key low cost providers of high
        density flexible circuits in the world. The key drivers for the low
        cost structure are the Debtor’s low cost manufacturing location in
        Lamphun, a low-cost of living province, and its automated roll-to-roll
        manufacturing process.
      
	
        The Debtor is recognized as a technology leader in fine-line high
        density, single and double-sided flexible circuits, multi-layer
        circuit technology, and flexible circuit assembly technology due
        mainly to its fine feature wide-width roll-to-roll and laser
        fabrication process technologies.
      
	
        The Debtor has developed strong relationships and collaboration with
        its key multinational customers, especially TPO, Hitachi, Seagate,
        Western Digital and other industry leaders. Certain key customers have
        expressed their willingness to continue supporting the Debtor’s
        business once the Debtor successfully complete its restructuring.
      
	
        The Debtor’s experienced and motivated new management team led by
        recently appointed CEO, Randy Acres, is committed to rejuvenating the
        business. Currently, Randy leads a management team which is made up of
        Brian Dahmes (Vice President of Operations and Engineering), Stephen
        (Senior Vice President of Sales and Marketing) and Lynette Leow
        (Director of Finance). Most members of the management are new to the
        company or newly appointed in late 2008 and have been, since late
        2008, driving changes within the organization, necessary for the
        recovery of the business. Building on the strong historical
        relationships with technology groups, the newly structured management
        team will concentrate more on further product and customer development
        while at the same time enhancing internal efficiencies and cost
        control. Specifically, the management team will continue to drive the
        key measures like right-sizing the organization, consolidation of key
        suppliers, pricing control, cost structure control and to continue to
        improve relationship with customers.
      


    
      
        

        

      

      
        
          12
        

        
          


        

      

      
        

        

      

    

    

    

    
      In submitting this Petition for the Business Reorganization, the Debtor
      hereby requests to nominate itself to be the Planner as the management
      of the Debtor has experienced and been familiar with this field of high
      technology electronics and manufacturing business for more than 20
      years, is familiar with the business of the Debtor and is aware of all
      the problems within the Company.  The problem which causes the Debtor to
      submit this Petition is not because of the Debtor’s management
      performance failure but because of the economy and external factors as
      described above. The debtor is thus the most suitable Planner, details
      are as per the letter of consent of the Planner and the letter
      describing qualifications of the Debtor per Exhibits 6 and 7.
    

    
      In order that the Business Reorganization would occur in accordance with
      provisions of law for correctness and fairness among all creditors and
      the Debtor and so that the Debtor would be able to continue its
      operation which would maximize the benefits for the parties involved,
      i.e. the country, the Debtor, creditors and employees of the Debtor, and
      that this Petition is submitted in good faith and in accordance with
      Chapter 3/1 of the Bankruptcy Act in all respects, the Debtor hereby
      requests for the kind consideration of the Court to accepts the
      Petition, urgently proceed with the inquiry and order a business
      reorganization of the Debtor accordingly.
    

    
      At your kind disposal.
    

    

    

    

    

    

    

    
      
        

        

      

      
        
          13
        

        
          


        

      

      
        

        

      

    

    
      Lor 4.5
    

    
      Attachment to the Petition
    

    

    

    
      Clause 7.      Name and qualifications of the Planner are as per the
      letter of consents and letter describing qualification of the Planner,
      attached hereto as the Exhibit No.       6, 7      
    

    
      Clause 8.      [x]      The Petitioner has submitted the list of
      creditors attached hereto as per the List of Creditors, attached hereto
      as the Exhibit No.    4       
    

    
               [x]      The Petitioner has attached herewith an inventory of
      its entire assets and liabilities as per the Exhibit No.   5         
    

    
      Therefore, The Court is hereby requested to order the business
      reorganization of the Debtor and appoint the Planner nominated.
    

    
      Clause 9.      In case where the Court has ordered the business
      reorganization of the Debtor but has not yet appointed the Planner, the
      Court is hereby requested to appoint the Debtor to be the Interim
      Administrator with the powers and duties involved in managing the
      business and assets of the Debtor, under the supervision of the official
      receiver, until a Planer is appointed for the continuation of the
      administration and management of the Debtor business.
    

    
      The domicile of the Petitioner as specified in this Petition is a
      special domicile in respect to this case.  Should there be any change to
      the stipulated domicile, the Debtor would immediately notify the
      Court.  The Debtor has submitted 5 copies of this Petition having the
      identical wording attached hereto.  The Debtor would wait for the Court
      Order or otherwise, would be deemed have been already notified.
    

    

    

    
    	
           
        	
          /s/ Randy Acres Petitioner
        
	

        	
          Innovex (Thailand) Limited
        
	

        	
          by Mr. Randy Acres
        


    

    
      I, Innovex (Thailand) Limited by Mr. Randy Acres, the Petitioner,
      drafted and typed this Petition.
    

    
    	
           
        	
          /s/ Randy Acres Drafter/Typist
        
	

        	
          Innovex (Thailand) Limited
        
	

        	
          by Mr. Randy Acres
        


    

    

    

    
      Court Order – Black Case No. 18/2553
Accepted to proceed
      by law
Appointed the attorney
Transferred the authorization (if
      any), witness (if any), please include.
Next hearing/investigation
      held on June 7, 2010 at 9:00 A.M.          
    

    

    

    
      /s/Charnchai Srisangsup Judge
Mr. Charnchai Srisangsup
March 30,
      2010
    

    

    

    
      14