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of the Chinese Province of Guangdong (Guangdong government). GXE
was incorporated in 1985 under the laws of Hong Kong and was a
wholly owned subsidiary of GITIC from the date of its
incorporation through the end of 1996.
During the years in issue, GXE shared office space with
GITIC in GITIC Plaza in Hong Kong. The office suite housed
approximately 40-50 employees; approximately 6 to 8 of those
employees worked for GXE. GXE’s employees sat in separate rooms
from GITIC’s employees. GXE’s officers included Lin Wensheng,3 a
director and vice president of GITIC.
On March 20, 1990,4 petitioner borrowed $2 million from GXE
at an interest rate calculated as 1.5 percent over the London-
based Interbank Borrowing Rate, adjusted semiannually. The loan
agreement stated a term of 1 year, which could be extended for an
additional year.5 Lin Wensheng signed the loan agreement on
behalf of GXE, and Guo-Qing Tan signed on behalf of petitioner.
3The record includes documents that romanize Lin Wensheng’s
name several different ways, including Ling Weizeng and Lee Wang
Chung. In this opinion, we adopt the romanization used in the
GITIC brochure that was admitted into evidence as Exhibit 8-J.
4The English version of the loan agreement erroneously shows
an agreement date of Mar. 20, 1992.
5Under the loan agreement, the maximum term of 2 years would
have ended on Mar. 20, 1992. However, petitioner’s president,
Lawrence Wong (Mr. Wong), credibly testified that the loan had
not been repaid before or during the years in issue, and the
record generally supports Mr. Wong’s testimony. In addition, the
parties do not dispute that petitioner had at least one
outstanding GXE loan during the years in issue.
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