Date of Report: December 19, 2000
Trimol Group, Inc.
(Name of Registrant)
Delaware 0-28144 13-3859706
-------- ----------------- ----------
State of Commission File # IRS EIN
1285 Avenue of the Americas, 35th Floor, New York, NY 10019
Item 2. Acquisition or Disposition of Assets.
On June 18, 2000, Trimol Group, Inc. ("Trimol") entered into a loan
arrangement with a controlling stockholder, Magnum Associates Ltd. ("Magnum"),
which is owned and controlled by Boris Birshtein, a Director and beneficial
owner of 69.6% of Trimol.
Magnum loaned Trimol US $796,000 (the "Loan"), which was needed by Trimol
to fulfill increased statutory capital requirements imposed upon Banca
Commerciala pe Actiuni "Export-Import" (the "Bank") by the National Bank of
Moldova. The capital stock of the Bank is owned equally by Maximilia, Ltd.
("Maximilia") and Sturge, Ltd. ("Sturge"), which are wholly owned subsidiaries
of Trimol. The Trimol Board of Directors (the "Board") accepted the Loan by
resolution after several failed attempts were made to obtain the money through
independent third parties. On June 28, 2000, the Board approved the payment of
US $74,000 on the Loan, thereby reducing the principal amount owed to US
In December 2000, the National Bank of Moldova issued risk-based capital
adequacy regulations requiring all banks operating with a "B" license to
maintain a minimum capital amount. Pursuant to these regulations, the Bank was
forced to again increase its capital, this time, in the amount of US $1,216,000
on or prior to December 31, 2000. The Board was unsuccessful in its attempts to
secure financing through independent third parties to meet these capital
requirements. Thus in order raise the US $1,216,000 to meet the increased
capital requirements and for the Bank to maintain its "B" license, the Board,
through resolution, approved the transfer of 100% of the capital stock of
Maximilia and 50% of the capital stock of Sturge to Magnum in exchange for US
$1,216,000 capital infusion to the Bank and in further satisfaction of the
original debt in the principal amount of US $722,000.
Prior to the transactions outlined above, the Board, acting by resolution,
approved the transfer of all of the capital stock of Exim-Asint S.A.
("Exim-Asint") directly to Paul Garnier, Ltd. ("Paul
Garnier"), a corporation organized under the laws of Ireland and wholly owned by
Trimol. Exim-Asint is a corporation organized under the laws of Moldova and
currently operates in the Moldovan insurance industry. Prior to the transfer to
Paul Garnier, Exim-Asint's capital stock was owned by Maximilia in the amount of
55%, the Bank in the amount of 30%, and by Paul Garnier in the amount of 15%.
Each of Exim-Asint's previous owners are wholly owned, either directly or
indirectly, by Trimol.
Trimol Group, Inc.
December 19, 2000 By: /s/ Alex Gordin