Exhibit 10.2
This Confirmation is dated the Signing Date (as defined below) and made between the Parties (as defined below) and constitutes a confirmation as described in the Share Exchange Agreement VERSION 2021001 (the “Master Agreement”), which is hereby incorporated into this Confirmation by reference and shall be read together with this Confirmation to form a single agreement. All terms defined in the Master Agreement shall, unless otherwise defined herein or the context requires otherwise, have the same meanings in this Confirmation.
| Seller/Shareholder | Number of Shares of Underlying Asset Held by | Number of Shares of Underlying Asset To Sell | Number of Parent Entity Common Stock To Receive |
| Lee Ying Chiu Herbert | 47,500 | 47,500 | 130,978,019,450 |
| so han meng julian | 2,500 | 2,500 | 8,708,462,003 |
| TOTAL | 50,000 | 50,000 | 139,686,481,453 |
KEY COMMERCIAL TERMS
| 1. | “Address of Shareholders” means Wickhams Cay 1, Road Town, Tortola, British Virgin Islands |
| 2. | “Common Stock” means the ordinary shares of Bonanza Goldfields Corp |
| 3. | “Closing Date” means 31 December 2021 |
| 4. | “Director Representative” means NA |
| 5. | “Key Assets” means all goodwill, rights, Intellectual Property and all other tangible and intangible assets belonging to the Underlying Asset. |
| 6. | “Majority Ownership” means 100% or as close as possible to but not less than 100%, ownership and voting rights in the Underlying Asset. |
| 7. | “Parent Entity” means NA |
| 8. | “Party” means each Shareholder and the Purchaser |
| 9. | “Parties” means collectively Shareholders and the Purchaser |
| 10. | “Purchaser” means BONANZA GOLDFIELDS CORP (NVID Company Number: NV20081298721), a company incorporated in the State of Nevada and having its office at Singapore Land Tower, 37th Floor, 50 Raffles Place, Singapore 048623 |
| 11. | “Purchaser Additional Undertakings” means NA |
| 12. | “Relevant Number” means 139,686,481,453 |
| 13. | “Relevant Percentage” means 100% |
| 14. | “Shareholder” means each Shareholder A and Shareholder B |
| 15. | "Shareholders" means collectively Shareholder A and Shareholder B |
| 16. | “Shareholder A” means LEe ying chiu herbert, an individual with Hong Kong Passport number K04879215 and having his address at Flat B, 5/F, Tower 1, Ruby Court, 55 South Bay Road, Hong Kong |
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| 17. | “Shareholder B” means so han meng julian, an individual with Singapore Passport number E6243693H and having his address at 43 Lai Ping Road, Kau To Shan, Sha Tin, NT, Hong Kong |
| 18. | “Signing Date” means 18 October 2021 |
| 19. | “Seller” means Shareholder A and/or Shareholder B |
| 20. | “Seller Additional Undertakings” means NA |
| 21. | “Underlying Asset” means Marvion Holdings Limited (BVI Company Number: 2070230), a company incorporated in British Virgin Islands and having its registered office at Wickhams Cay 1, Road Town, Tortola, British Virgin Islands |
| 22. | “Underlying Asset Number” means 50,000 |
| 23. | “Underlying Asset Incorporation Date” means 22 July 2021 |
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IN WITNESS WHEREOF, this Confirmation has been executed by the parties hereto as of the Signing Date.
| SELLER: | |||
SIGNED, SEALED and DELIVERED as a Deed by LEE YING CHIU HERBERT | ) ) ) ) ) ) ) ) | ||
| Number of Shares to sell: 47,500 | |||
| Number of Common Stock to receive in exchange: 130,978,019,450 | |||
| SELLER: | |||
SIGNED, SEALED and DELIVERED as a Deed by SO HAN MENG JULIAN
| ) ) ) ) ) ) ) ) | ||
| Number of shares to sell: 2,500 | |||
| Number of Common Stock to receive in exchange: 8,708,462,003 | |||
| Purchaser: | ||
SIGNED, SEALED and DELIVERED as a Deed by TAN TEE SOO
its director(s) or authorised signature(s) (duly authorised by resolution of the board of directors) for and on behalf of Bonanza Goldfields Corp | ) ) ) ) ) ) ) ) | |
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