Exhibit
10.24

SERVICE AGREEMENT –
WONG HUNG FLAVIA YUEN YEE



Dated the 8th day of August,
2008



 
MAN SANG INTERNATIONAL
LIMITED



AND



WONG HUNG FLAVIA YUEN
YEE


 


___________________________________

SERVICE AGREEMENT

___________________________________

 

 

 

 

 

 

 

 

 




CONTENT 

	Clause	      	Description	 	      	Page
	1.		INTERPRETATION		1
			 		
	2.		APPOINTMENT		2
			 		
	3.		DURATION		2
			 		
	4.		EXECUTIVE’S DUTIES		2
			 		
	5.		REMUNERATION		3
			 		
	6.		OTHER BENEFITS		4
			 		
	7.		EXPENSES		4
			 		
	8.	 	DEDUCTIONS		4
			 		
	9.		LEAVE	 	4
			 		
	10.		TERMINATION		5
			 		
	11.		EXECUTIVE’S UNDERTAKINGS		6
			 		
	12.		INTELLECTUAL PROPERTY RIGHTS		9
			 		
	13.		MISCELLANEOUS		9






THIS AGREEMENT is made on the 8th day of August, 2008 

BETWEEN: 

	(1)	MAN SANG
      INTERNATIONAL LIMITED, a company
      incorporated under the laws of Bermuda and having its registered office at
      Clarendon House, 2 Church Street, Hamilton HM11, Bermuda and its principal
      place of business in Hong Kong at 2208, 22/F, Sun Life Tower, The Gateway,
      15 Canton Road, Tsimshatsui, Kowloon, Hong Kong (the “Company”);
    and
	              
    	
	(2)	WONG HUNG FLAVIA
      YUEN YEE of 42-A, One Robinson Place,
      70 Robinson Road, Mid-Levels, Hong Kong (the
  “Executive”).


WHEREBY IT IS AGREED
as follows: 

	1.	INTERPRETATION
	              
    	
	1.01	In this Agreement, unless the
      context requires otherwise:
	 
	 	“Board” means the board of
      directors for the time being of the Company;
	 
	 	“Group” means the Company and its
      subsidiaries from time to time and “member of the Group” shall be
      construed accordingly;
	 
	 	“HK$” means Hong Kong
      dollars;
	 
	 	“Hong Kong” means the Hong Kong
      Special Administrative Region of the People’s Republic of
  China;
	 
	 	“Listing Rules” means the Rules
      Governing the Listing of Securities on The Stock Exchange of Hong Kong
      Limited (as the same may be amended from time to time);
	 
	 	“month” means calendar
      month;
	 
	 	And
	 
	 	“Secretary” means the company
      secretary for the time being of the Company.
	 
	1.02	References herein to Clauses are
      to clauses in the Agreement unless the context requires
    otherewise.
	 
	1.03	The headings are inserted for
      convenience only and shall not affect the construction of this
      Agreement.
	 
	1.04	Unless the context requires
      otherwise, words importing the singular include the plural and vice versa
      and words importing a gender include every
gender.


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	2. 	APPOINTMENT 
	              
    	
	 	The Company
      will employ the Executive and the Executive hereby agrees to serve the
      Company as an executive director upon the terms and subject to the
      conditions hereinafter appearing. 
	 
	3. 	DURATION 
	 
	 	Subject to
      termination as hereinafter provided, the Company will employ the Executive
      with effect from the 8th
      day of August, 2008 (hereinafter
      called the “Commencement Date”) for a term of three (3) years until
      terminated by either party giving to the other a) not less than seven (7)
      days’ notice in writing during a probationary period of three months from
      the Commencement Date; and b) not less than two (2) months’ notice in
      writing after the probationary period. 
	 
	4. 	EXECUTIVE’S DUTIES 
	 
	 	The
      Executive shall, during the continuance of her employment
      hereunder: 
	 
	 	(a)	serve the Company as
      an executive director and, in such capacity, perform the duties and
      exercise the powers from time to time assigned to or vested in her by the
      Board (including (without further remuneration unless otherwise agreed)
      serving on the board of directors, or in any other office, of any
      member(s) of the Group, as the Board may require) and she will perform
      those duties at such place or places in Hong Kong or elsewhere as the
      Board may from time to time determine; 
		              
    	
	 	(b)	comply with and
      conform to any lawful instructions or directions from time to time given
      or made by the Board, or with the authority of the Board, and shall comply
      with the Company’s rules, regulations, policies and procedures from time
      to time in force; 
	 
	 	(c)	faithfully and
      diligently serve the Group and use her best endeavours to promote the
      business and interests thereof; 
	 
	 	(d)	devote herself
      exclusively and diligently to the business and interests of the Group and
      personally attend thereto at all times during usual business hours and
      during such other times as the Company may reasonably require except in
      case of incapacity through illness or accident in which case she shall
      forthwith notify the Secretary of the Company of such incapacity and shall
      furnish to the Board such evidence thereof as it may require;

	 
	 	(e)	keep the Board
      promptly and fully informed (in writing if so requested) of her conduct of
      the business or affairs of the Group and provide such explanations as the
      Board may require in connection therewith;


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	 	(f)	carry out her duties and exercise her
      powers jointly with any other director or executive of any member of the
      Group as shall from time to time be appointed by the Board to act jointly
      with the Executive and the Board may at any time require the Executive to
      cease performing or exercising any of her duties or powers under this
      Agreement; and 
	              
    	              
    	
	 	(g)	comply with the relevant requirements of
      all applicable laws, regulations, codes of practice and rules (including
      Securities and Futures Ordinance, the Rules Governing the Listing of
      Securities on The Stock Exchange of Hong Kong Limited and the Model Code
      for Securities Transactions by Directors of Listed Companies set out in
      Appendix 10 therein and the rules of any other stock exchange, market or
      dealing system on which the securities of any member of the Group is
      traded and the applicable laws, regulations, codes of practice in that
      jurisdiction). 
	  
	5.	REMUNERATION
  
		 
	 	The remuneration of the
      Executive shall be: 
	  
	 	(a)	an annual salary package of
      HK$2,000,000.00 to be payable in 13 equal installments in each fiscal year
      of the Company, of which 12 installments shall be payable on a monthly
      basis and one (1) installment shall be payable in each December in arrears
      (and on a pro rata basis if the Executive has served the Company less than
      one year at the end of the first December), such salary to include any sum
      receivable as director’s fees or other remuneration from any other member
      of the Group (if any). This salary will be reviewed by the Board each year
      at the time of the annual salary reviews for senior executives provided
      that the Executive shall abstain from voting and shall not be counted in
      the quorum in respect of any resolution regarding the amount payable to
      herself in relation to her employment under this Agreement which is
      proposed at any meeting of the Board; 
	 
	 	(b)	in respect of every financial year of
      the Company (which expression shall include any other financial period in
      respect of which the Company’s accounts are made up), a discretionary
      bonus of such amount as shall be determined by the Board (provided that
      the aggregate of such amount and all discretionary bonuses payable by the
      Company to its executive directors in any financial year shall not exceed
      ten per cent. of the net profits (after tax and after extraordinary of
      items) of the Company for such year as shown in its audited accounts),
      provided that such discretionary bonus shall be paid only on a pro-rata
      basis in respect of any financial year of the Company during a portion
      only of which the Executive has served the Company hereunder, unless her
      employment shall have been terminated pursuant to Clause 10.02, in which
      case no discretionary bonus is payable. 


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	6.	OTHER
      BENEFITS 
	              
    	 
	 	(a)	In addition to the above
      benefits, the Executive shall also be entitled to such other benefits
      under any applicable employee benefit plan and employee share option
      scheme adopted by the Company and any member of the Group of which the
      Executive is a director or holds office for their respective employees
      (including the Executive) as the Board shall from time to time
      determine. 
		              
    	 
	 	(b)	The Executive shall be
      entitled to five (5) million share options to be granted by the Company on
      the Commencement Date which are exercisable upon completion of her first
      year of service with the Company (but shall lapse if employment is
      terminated by either party within one year from the Commencement Date) and
      till the third anniversary from the date of grant, and any such options
      remaining unexercised shall lapse thereafter. 
	  
	7.	EXPENSES 
	  
	 	The Company shall
      reimburse the Executive (against receipts or such other reasonable
      evidence of expenditure as the Board may require) for all reasonable
      expenses properly incurred in the course of her employment hereunder or in
      promoting or otherwise in connection with the business of the
      Company. 
	  
	8.	DEDUCTIONS 
	  
	 	The Company shall
      be entitled, subject to any laws or agreements to the contrary, at any
      time to deduct from the Executive’s remuneration hereunder any monies due
      from her to any member of the Group including, but not limited to, any
      outstanding loans, advances, the cost of repairing any damage to or loss
      of the Company’s property caused by her (and of recovering the same) and
      any other monies owed by her to the Company or any of its
      subsidiaries. 
	  
	9.	LEAVE
    
	  
	 	The Executive shall
      be entitled after completion of each year of service with the Company to
      fifteen (15) days’ leave (in addition to public holidays) with full pay,
      which leave shall be taken at such time or times as may be convenient to
      the Board having regard to the exigencies of the Group’s business provided
      that: 
	  
		(a)	if the employment of the Executive hereunder
      is to cease on the completion of any year of service, the Executive shall
      be entitled to take her said leave immediately prior to the end of such
      year of service notwithstanding that at that time such year of service
      shall not have been completed; 
		 	
	 	(b)	if the employment of the
      Executive hereunder is to cease (for any reason other than termination
      pursuant to Clause 10.02) during any year of service, the Executive shall
      be entitled to an amount of leave proportionate to the part of the year
      during which she has been employed by the Company, such leave to be taken
      immediately prior to the termination of her employment; and
  


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		(c)	
      if for any reason the Executive
      shall not have taken her full entitlement of leave in any particular year
      she shall not have any claim against the Company in respect thereof nor,
      unless the reason is the exigencies of the Company’s business (of which
      the Board shall be the sole judge), shall she be entitled to additional
      leave in any year in respect of leave not taken in previous
      years.

		              
    	 
	10.	
      TERMINATION 

	              
    		 
	10.01	
      If the Executive is at any time
      incapacitated by illness, injury or accident from performing her duties
      hereunder and (if so required) furnishes the Board with evidence
      satisfactory to it of such incapacity and the cause thereof she shall be
      entitled to receive her full salary for the first three (3) months or any
      shorter period during which such incapacity continues and if she continues
      so incapacitated for a longer period than three (3) consecutive months or
      if she is so incapacitated at different times for more than ninety (90)
      days in any one period of fifty-two (52) consecutive weeks then and in
      either of such cases her employment may be terminated by the Company by
      one (1) month’s notice in writing.

			 
	10.02	
      If at any time during the term of
      her employment hereunder the Executive shall be guilty of or commit any
      serious misconduct which in the absolute opinion of the Board is in any
      way detrimental to the interests of any member of the Group, or shall be
      in breach of any of the terms of this Agreement, or shall commit any act
      of bankruptcy or become insolvent, or make any arrangements or composition
      with her creditors generally, or become through mental disorder incapable
      of managing her own affairs, or fail to pay her personal debts or shall be
      guilty of persistent insobriety or be convicted to any criminal offense
      involving her integrity or honesty, the Company may terminate the
      Executive’s employment hereunder forthwith without any notice or payment
      in lieu of notice and upon such termination, the Executive shall not be
      entitled to any bonus or any payment whatsoever (other than salary
      actually accrued due and payable pursuant to Clause 5(a)) for or in
      respect of the then current year of service or to claim any compensation
      or damages for or in respect of or by reason of such
      termination.

			 
	10.03	
      In the event that: (a) the
      Executive is lawfully removed from her office as a director of the Company
      by virtue of a resolution passed by the members of the Company; or (b) the
      Executive, having retired from the office of director of the Company in
      accordance with the Bye-laws of the Company or any other applicable
      regulation or law, is not re-elected as a director of the Company by the
      shareholders of the Company at an annual general meeting of the Company,
      the Company may within seven (7) days of the date of such vacation from
      office by the Executive, terminate this Agreement forthwith by written
      notice to the Executive.

	 		 
	10.04	
      In the event of termination of
      the Executive’s employment for whatever reason, the Executive
      shall:

			 
		(a)	
      (if not already vacated from such
      office(s)) forthwith resign as a director of the Company and from all
      directorships or other offices held by her in any member of the Group (and
      the Executive irrevocably authorizes the Company in her name and on her
      behalf to execute all documents and do all things necessary to effect such
      resignation in the event of her failure to do so);
  and



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	 	(b)	shall cease to be entitled to any benefits under this
      Agreement; 
		              
    	
	 	and the Executive shall
      not be entitled to claim any other compensation whatsoever from the
      Company in respect of such termination except where the Board otherwise
      agrees or as expressly provided for under this Agreement. 
	 
	10.05	Any delay or
      forbearance by the Company in exercising any right to terminate this
      Agreement shall not constitute a waiver of such right. 
	              
    	
	 
	10.06	If notice is served by
      either party pursuant to Clause 3, then for up to a maximum period of two
      (2) months, the Company shall not be obliged, at any time after the notice
      of termination is served, to provide any work for the Executive or to
      assign to or vest in the Executive any powers, duties or functions and may
      in its absolute discretion suspend the Executive from work, and suspend
      the contractual benefits of the Executive set out in Clause 5(b) and 6 and
      to require the Executive to refrain from entering any premises of any
      member(s) of the Group and to refrain from contacting any customers,
      clients, employees or suppliers of any member(s) of the Group.
  
	 
	11. 	EXECUTIVE’S
      UNDERTAKING 
	 
	11.01	The Executive shall not
      either during the continuance of her employment hereunder or at any time
      thereafter divulge to any person whomsoever or to any body corporate or
      unincorporated (except to those officers of the Group whose province it is
      to know the same) or use for her own purpose or for any purposes other
      than those of the Group and shall use her best endeavours to prevent the
      unauthorized publication or disclosure of any trade secret or any
      confidential information concerning the business or finances of any member
      of the Group or any of its dealings, transactions or affairs or those of
      its customers, suppliers, management and shareholders which may come to
      her knowledge during or in the course of her employment. Confidential
      information shall include, without limitation, lists or details of
      customers and suppliers, information relating to the working of any
      process of invention carried on or used by any member of the Group,
      information relating to research and other projects, prices, discounts,
      mark-ups, future business strategy and development, marketing,
      price-sensitive information and any other information which is not
      generally available to the public. 


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	11.02	Forthwith upon the termination of the
      employment of the Executive hereunder, and/or at any other time if the
      Company shall so request: 
			 
		(a)	
      the Executive shall not, directly
      or indirectly, disseminate, disclose, divulge, reveal, report, publish,
      transfer or use, for any purpose whatsoever, any information which has
      been obtained by or disclosed to the Executive as a result of or in
      relation to the Executive’s employment by the Company, including without
      limitation any confidential information (which includes without limitation
      all lists of customers and clients, specific customer names and data,
      business plans, marketing plans, business contracts, distribution and
      sales and marketing networks, designs, specifications, processes,
      formulas, trade secrets, business secrets, sales information, systems,
      programs, procedures, manuals, financial and personnel information, and
      any other proprietary information or data which the Company has received
      in confidence from others) and any of the terms and conditions of this
      Agreement; provided,
      however, that disclosure of any
      confidential information shall not be prohibited if (i) such disclosure is
      directly pursuant to a valid and existing order of a court of competent
      jurisdiction or other governmental body or agency, (ii) the Executive
      shall first have given prompt notice to the Company of any such possible
      or prospective order (or proceeding pursuant to which any such order may
      result), and (iii) the Company shall have been afforded a reasonable
      opportunity to respond to (and if so advised by counsel, to challenge)
      such order; provided
      further, that each party may disclose
      terms and conditions of this Agreement to her or its attorneys and
      accountants to the extent such disclosure is necessary to enable such
      attorneys and accountants to render professional services to such
      party;

			 
	 	(b)	
      the Executive, her
      representatives, heirs, successors and assigns shall completely release
      and forever discharge the Company, its present, former or future parent,
      subsidiary, affiliated, associated and other related companies, and any of
      their present, former and future shareholders, directors, officers,
      employees, agents, partners consultants, representatives and attorneys,
      and each of their successors and assigns from all claims, demands, rights,
      causes of action, obligations, liabilities and/or attorneys’ fee claims,
      of any and every kind, nature and character whatsoever wheresoever, known
      or unknown, which the Executive may now have or has ever had against the
      Group, including without limitation those arising from or in any way
      connected with the employment of the Executive by the Company or the
      resignation or termination thereof, whether base on tort, express or
      implied contract, law, rule, regulation, or ordinance; and
  

			 
	 	(c)	
      the Executive shall preserve the
      good name of, and shall not make any disparaging comments about the Group
      and any of the Company’s present, former and future shareholders,
      directors, officers, employees, agents, partners, consultants,
      representatives and attorneys, and each of their successors and
      assigns.

			 
	11.03	
      The Executive shall not file, or
      cause to be files, in any court or with any governmental or
      quasi-governmental agency, any action, claim or charge against the
      Company, its present, former or future parent, subsidiary, affiliated,
      associated and other related companies and any of their present, former
      and future shareholders, directors, officers and employees and each of
      their successors and assigns. 

	              
    	              
    	 
	11.04	
      The Executive shall not at any
      time during the continuance of her employment hereunder or for a period of
      twelve (12) months thereafter, in any country or place where any member of
      the Group has carried on business, carry on or be employed or interested
      directly or indirectly in (whether as shareholder, director, partner,
      agent or otherwise and whether alone or jointly with others) any business
      carried on by any member of the Group during the continuance of the said
      employment in competition with any member of the Group (other than as a
      holder of not more than five (5) per cent of the issued shares, debentures
      or other securities of any company listed on any recognized stock
      exchange) provided that the provisions of this Clause 11.04 shall only
      apply in respect of business activities or services with which the
      Executive was personally concerned or for which she was responsible during
      her said employment.



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	11.05   
        	The Executive shall
      not at any time during the continuance of her employment hereunder or for
      a period of twelve (12) months thereafter either on her own account or in
      conjunction with or on behalf of any other person or body corporate or
      unincorporated in competition with any member of the Group directly or
      indirectly solicit or entice away from any member of the Group, any person
      or body corporate or unincorporated who now is or at any time during or at
      the date of the termination of the said employment may have been or become
      a customer or supplier or prospective customer or supplier of any member
      of the Group and with whom the Executive had personal contact or dealings
      during her said employment. 
	              
    	 
	11.06   
        	The Executive shall
      not at any time during the continuance of her employment hereunder or for
      a period of twelve (12) months thereafter solicit or entice away from any
      member of the Group or employ or otherwise engage any person who now is or
      at any time during or at the date of the termination of the said
      employment may have become an employee of any member of the Group and with
      whom the Executive had contact during her said employment, whether or not
      such person would commit any breach of her contract of employment by
      reason of leaving the service of the relevant member of the Group.
    
	  
	11.07   
        	The Executive shall
      not at any time or for any purpose after termination of this employment
      hereunder use either the English or Chinese name of the Company or any
      name similar thereto in connection with her own or any other name in any
      way calculated to suggest that she is or has been connected with the
      Company’s business, nor in any way hold herself out as having had any such
      connection. 
	  
	11.08   
        	While the restrictions
      contained in Clauses 11.01 to 11.08 are considered by the parties to be
      reasonable for the protection of the business and interest of the Group
      and in all the circumstances and do not work harshly upon the Executive it
      is recognized that restrictions of the nature in question may fail for
      technical reasons unforeseen and accordingly it is hereby agreed and
      declared that if any such restrictions shall be adjudged to be void as
      going beyond what is reasonable in all the circumstances for the
      protection of the interests of the member(s) of the Group but would be
      valid if part of the working thereof were deleted or the periods (if any)
      thereof were reduced or the range of products or area dealt with thereby
      were reduced in scope, the said restriction shall apply with such
      modifications as may be necessary to make it valid and effective.
    


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	12. 	INTELLECTUAL PROPERTY RIGHTS 
		 
	12.01   
        	The Company (or any other member
      of the Group as the case may be) shall be entitled free of charge to the
      sole ownership and exclusive use of any invention or improvement made or
      discovered by the Executive and of any copyright, design right, trade
      mark, service mark or trade name created or used by the Executive
      (hereinafter referred to as the “intellectual property rights”) in the
      course of or for the purpose of providing services hereunder to the
      Company or any other member of the Group. 
	              
    	
	12.02   
        	The Executive shall forthwith and
      from time to time both during ad after the term of this Agreement and at
      the request and costs of the Company, insofar as it is within her power,
      do such acts and things and execute such documents, as may in the opinion
      of the Company be reasonably necessary for obtaining letters patent,
      registration or other protection for any such intellectual property rights
      in any part of the world and shall effect such registration and vest such
      letters patent or other protection in the Company (or any other member of
      the Group as the case may be) or its nominees. The Executive irrevocably
      authorizes the Company for the purposes aforesaid in the name of the
      Executive and execute any document or do anything on her behalf. The
      Executive shall at the cost and request of the Company render all
      reasonable assistance to the Company (or any other member of the Group as
      the case may be) for and in connection with the purposes aforesaid.
    
	 
	12.03   
        	The Executive shall not during or
      after the termination of the Agreement use to the detriment or prejudice
      of the Group or divulge to any person any confidential information
      concerning the intellectual property rights of the Group which may have
      come to her knowledge. 
	 
	13. 
          	MISCELLANEOUS

	 
	13.01   
        	This Agreement shall be in
      substitution for any subsisting agreement or arrangement (oral or
      otherwise) made between the Company and the Executive which shall be
      deemed to have been terminated by mutual consent as from the date on which
      the Executive’s employment under this Agreement commences. 
	 
	13.02   
        	The expiration or termination of
      this Agreement howsoever arising shall not operate to affect such of the
      provisions hereof as in accordance with their terms are expressed to
      operate or have effect thereafter. 
	 
	13.03   
        	In the event of any variation of
      the remuneration payable to the Executive hereunder being made by consent
      of the parties hereto, such variation shall not constitute a new agreement
      but (subject to any express agreement to the contrary) the employment of
      the Executive hereunder shall continue subject in all respects to the
      terms and conditions of this Agreement with such variation as
      aforesaid. 


9





	13.04	Each notice, demand or other communication
      given or made under this Agreement shall be in writing and delivered or
      sent to the relevant party at its address or facsimile number set out
      below (or such other address or facsimile number as the addressee has by
      five (5) days’ prior written notice specified to the other parties):
	              
    	


	           
    	To the
      Company:  	      	Man Sang
      International Limited  
		  		2208, 22/F, Sun
      Life Tower, The Gateway, 15 Canton Road 
				Tsimshatsui, Kowloon, Hong
      Kong.      
		  		Fax number:
      (852) 2317 5372 
	 	 		Attention: Mr.
      Cheng Chung Hing 
		 		 
		To the
      Executive:  		WONG HUNG Flavia
      Yuen Yee 
		  	 	42-A, One
      Robinson Place 
		  		70 Robinson
      Road 
		  		Mid-Levels  
		  		Hong
      Kong.  
		  		Attention: Wong
      Hung Flavia Yuen Yee 



		Any notice, demand or other
      communication so address to the relevant party shall be deemed to have
      been delivered (a) if given or made by letter, by post, two (2) clear
      business days after the date of posting, or by recorded delivery, when
      actually delivered to the relevant address; and (b) if given or made by
      facsimile, when dispatched subject to receipt of machine-printed
      confirmation of error-free despatch of the whole of the notice, demand or
      communication to the facsimile number of the intended addressee.
  
	              
    	
	13.05	If at any time any provision of
      this Agreement is or becomes illegal, invalid or unenforceable in any
      respect, the legality, validity and enforceability of the remaining
      provisions of this Agreement shall not be affected or impaired
      thereby. 
	 
	13.06	No failure or delay by the
      Company in exercising any right, power or remedy under this Agreement
      shall operate as a waiver thereof, nor shall any single or partial
      exercise of the same preclude any further exercise thereof or the exercise
      of any other right, power or remedy. Without limiting the foregoing, no
      waiver by the Company of any breach by the Executive of any provision in
      this Agreement shall be deemed to be a waiver of any subsequent breach of
      that or any other provision in this Agreement. 
	 
	13.07	This Agreement shall be
      government by and construed in accordance with the laws of Hong Kong and
      the parties hereby irrevocably submit to the non-exclusive jurisdiction of
      the Hong Kong courts. 


10




IN WITNESS WHEREOF this Agreement has been executed on the day and year first
above written. 

	SIGNED
      by CHENG CHUNG HING  	)  		/s/ CHENG
      Chung Hing 
	for and on
      behalf of the Board of  	)  	
	MAN SANG
      INTERNATIONAL LIMITED  	)  	
	in the presence
      of:  	)  	
	  		
	 		
	 		
	  		
	     		
	SIGNED
      by  	)  		/s/ WONG HUNG
      Flavia Yuen Yee
	WONG HUNG Flavia
      Yuen Yee  	)  	
	in the presence
      of:  	)  	



11