Court filing

Joint Appendix of Evidence — United States ex rel. GNGH2 v. XLD Century LLC (Dkt. 65-3, C.D. Cal.)

Summary

A joint appendix of evidence in United States ex rel. GNGH2, Inc. v. XLD Century LLC and XLD Group LLC, Case No. 2:22-cv-05514-SB, in the U.S. District Court for the Central District of California, filed April 1, 2024 as Document 65-3 in support of the cross-motions for summary judgment. It lists the exhibits, including the defendants' state statements of information, SBA Form 2483-SD, information on the defendants' PPP loan amount and interrogatory responses, and includes an affirmation by relator's counsel David Abrams, which says one exhibit was produced by Umpqua Bank in response to a third-party subpoena. It also contains the defendants' objections and responses to the relator's requests for admission, and runs 147 pages.

Summary drafted by a model from the document's text below and checked by script against that text before publication. It is a navigation aid, not a reading of what the document proves. Where AI is used

Filed April 1, 2024 in United States ex rel. GNGH2 v. XLD Century LLC; one of 11 filings from this case.

Record facts

Court	U.S. District Court for the Central District of California
Filed	2024-04-01

Cite this document

“Joint Appendix of Evidence — United States ex rel. GNGH2 v. XLD Century LLC (Dkt. 65-3, C.D. Cal.).” U.S. District Court for the Central District of California, No. 2:22-cv-05514, Doc. 65-3, filed 2024-04-01. Archived at Pandemic Darlings, https://pandemicdarlings.com/court-filings/full-docket-xld-century-llc-cacd-859554/2024-04-01-gov-uscourts-cacd-859554-65-3-doc-65/, SHA-256 81939b3e9dce965c9b5ae57d7b87230b522eadce81eb61ed266419d2dc546427.

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Full text

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 1 of 147 Page
ID #:356

UNITED STATES DISTRICT COURT FOR
THE CENTRAL DISTRICT OF CALIFORNIA

United States ex rel. GNGH?2, ) Case No. 2:22-cv-05514-SB(PVCXx)
)
Plaintiff-Relator, ) Joint Appendix of Evidence
)
V. )
)
XLD Century LLC and XLD )
GROUP LLC, )
)
Defendants. )
)

The parties jointly, by and through their counsel of record, hereby submit

this Joint Appendix of Evidence in connection with the parties’ motions for

summary judgment.

/s/ David Abrams
David Abrams, Attorney at Law
Attorney for Plaintiff-Relator
PO Box 3353 Church Street Station
New York, NY 10008
Tel. 212-897-5821
dnabrams@wjlf.org
Dated:
April 1 , 2024
Delhi, New York

Joint Appendix of Evidence

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 2 of 147 Page
ID #:357

MOON & DORSETT, PC
/s/ Dana Moon / DNA
by:

Dana Moon, Esq. (Bar No. 185154)
wk @moondorsett.com
445 S. Figueroa Street, Suite 2900
Los Angeles, CA 90071
Telephone: (213) 380-1526
Dated: April 1, 2024 , 2024
Los Angeles, CA

David Abrams hereby attests that by email dated April 1, 2024 Defendants'
counsel indicated that she concurred in this document and consents to its
filing.

Joint Appendix of Evidence

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 3 of 147 Page
ID #:358

TABLE OF CONTENTS

Plaintiff's Exhibits

Affirmation of David Abrams

Plaintiff's Complaint

Defendants’ Answer

SBA Affirmation

Excerpts from Defendants’ Deposition (including Defendants’ designations)

1 Form 2483-SD (Loan Application) for Defendant XLD Group LLC

Form 2483-SD (Loan Application) for Defendant XLD Century LLC

TQ Email Correspondence Between Defendants and Umpqua Bank

(| Payoff Statement XLD Group LLC

Payoff Statement XLLD Century LLC

SBA Publication Regarding Processing Fees

California Secretary of State Document re: XLLD N.A. Real Estate

Zz K
California Secretary of State Document re: Grand Tripod LLC

Plaintiff's Request for Admissions

Defendants’ Exhibits

Minutes re: Original Source

Affirmation of Dana Moon

Joint Appendix of Evidence

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 4 of 147 Page
ID #:359

Affirmation of Jiaqi Zhang

[Omitted as Defendants’ deposition excerpts have been integrated into

Exhibit E]

Plaintiff Amended Response to Interrogatories

China Daily article dated 12/23/14

Real Estate News & Media article dated 12/24/14

Los Angeles Times article dated 12/18/14

Commercial Property Executive article dated 12/31/14

China Travel News article dated 12/29/14

Los Angeles Business Journal article dated 12/21/14

Mingtiandi article dated 12/21/14

Daily Breeze article dated 11/21/13

Los Angeles Times article dated 11/22/13

Cox Castle article dated 12/23/14

Hotel Management Network article dated 12/21/14

Wealth Management article dated 11/26/13

Business Wire article dated 1/21/15

Commercial Property Executive article dated 1/2/15

Market Screener article dated 11/20/13

Market Screener article dated 12/17/14

Joint Appendix of Evidence

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 5 of 147 Page
ID #:360

22. Secretary of State Statement of Information for XLD Century, LLC

23. Secretary of State Articles of Organization for XLD Group, LLC

24. Secretary of State Statement of Information for XLD Group, LLC

25. Form SBA Form 2483-SD

26. Information on Defendants’ PPP Loan Amount

27. Plaintiff Interrogatory Responses

Joint Appendix of Evidence

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 6 of 147 Page
ID #:361

Exhibit A

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 7 of 147 Page
ID #:362

UNITED STATES DISTRICT COURT FOR
THE CENTRAL DISTRICT OF CALIFORNIA

Case No.:. 2:22-cv-05514-SB(PVC
United States ex rel. GNGH?2 Inc. Ase 0 v ( x)
Co ) Affirmation of David Abrams in
Plaintiff, ) Support of Motion for Summary
) Judgment
VS. )
XLD CENTURY LLC and XLD )
GROUP LLC,
Defendant(s) )

David Abrams hereby certifies under penalty of perjury that the following is

true and correct.

1. I am attorney for the Plaintiff-Relator in this matter. I respectfully

submit this affirmation in support of Plaintiff's motion for summary judgment.

2. Exhibit B to the Parties’ Joint Appendix of Evidence ("JAE") is a true

copy of the Complaint in this matter.

3. Exhibit C to the JAE is true copy of the Defendants’ Answer in this

matter.

4, Exhibit D to the JAE 1s a true copy of an Affirmation I received from

the United States Small Business Administration ("SBA").

5. Exhibit E to the JAE1s a true copy of excerpts from the Defendants’

30(b)(6) deposition.

Affirmation - 1

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 8 of 147 Page
ID #:363

6. Exhibit F to the JAE 1s a true copy of Exhibit 2 (also referred to as

" / 2 " ) to the Defendants’ 30(b)(6) deposition. Exhibit F was produced by the

Defendants during the course of discovery.

7. Exhibit G to the JAE 1s a true copy of Exhibit 3 (also referred to as

" / 3 " ) to the Defendants’ 30(b)(6) deposition. Exhibit G was produced by the

Defendants’ lending bank (Umpqua Bank) in response to a third-party subpoena.

8. Exhibit H to the JAE1s a true copy of Exhibit 5 (also referred to as

" / 5 " ) to the Defendants’ 30(b)(6) deposition. Exhibit H was produced by the

Defendants’ lending bank in (Umpqua Bank) in response to a third-party subpoena.

0. Exhibit I to the JAE 1s a true copy of a document provided by

Umpqua Bank in response to a subpoena I served for records concerning the

Defendants’ PPP loans.

10. Exhibit J to the JAE 1s a true copy of a document provided by

Umpqua Bank in response to a subpoena I served for records concerning the

Defendants’ PPP loans.

11. Exhibit K to the JAE is a true copy of a document I downloaded from

the SBA website.

12. Exhibit LL to the JAE 1s a true copy of an excerpt from certified

documents I obtained from the California Secretary of State.

Affirmation - 2

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 9 of 147 Page
ID #:364

13. Exhibit M to the JAE is a true copy of excerpts from certified

documents I obtained from the California Secretary of State.

14. Exhibit N to the JAE1s a true copy of a Request for Admissions

("RFA") which I served on Defendants.

15. Exhibit O to the JAE 1s a true copy of Defendants’ response to said

RFA.

16. I am planning to take the deposition of the lending bank in this matter,

1.e. the entity that processed the Defendants’ second-draw PPP loan applications.

The deposition 1s currently scheduled to take place on March 19, 2024.

17. I expect that deposition to provide further confirmation that there 1s a

direct link of causation and materiality between (1) the Defendants’ certifications

on the application forms; and (2) the payment and receipt of the disaster relief at

1ssue 1n this matter.

I certify under penalty of perjury that the foregoing is true and correct.

Executed on March 11, 2024

Dos Vrs
David Abrams

Affirmation - 3

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 10 of 147 Page
ID #:365

Exhibit B

Case
Case2:22-cv-05514-SB-PVC
2:22-cv-05514-SB-PVC Document 65-3Filed
Document 1 Filed 04/01/24
08/04/22 Page
Page 1 11 of
of 7 Page147ID # :
Page1
ID #:366

Yael Lerman,Esq.(CaliforniaBar # 281311)
ylmazar@gmail.com FEE PAID
6505 Wilshire Boulevard
Los Angeles CA 90048 CLERK,U.S.DISTRICTCOURT |
|| Tel. 310-836-6140

UNITED STATES DISTRICT COURT FOR

THE CENTRAL DISTRICT OF CALIFORNIA

2. 11-CV- 05S {— SB(PVs)
) Case No...
United States ex rel. GNGH2 Inc. )
oo ) COMPLAINT UNDER THE FALSE
Plaintiff, ) CLAIMS ACT
)
VS. )
XLD CENTURY LLC and XLD )
GROUP LLC,
Defendant(s) )

Plaintiff-Relator, complaining of the Defendants by its attorney respectfully sets forth andj

alleges as follows:

L Nature of the Case

1. This is a false claims act claim. The Qui Tam Plaintiff and Relator, GNGH?2 Inc.

("Relator"), alleges that the Defendant fraudulently obtained CARES Act disaster relief by

means of fraudulent certifications of eligibility. As set forth in more detail below, second-round

PPP funding is barred to entities which are owned or directed by companies out of

the People's Republic of China including the Special Administrative Region of Hong Kong.
25

Complaint - 1

Case
Case2:22-cv-05514-SB-PVC
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Page 2 12 of
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Page
ID #:367

II. Parties

| 2. Defendant XLLD CENTURY LLC ("XLD CENTURY") is a California limited liability

company with primary place of business in Los Angeles, California. XLD CENTURY operates

the LAX Marriott hotel.

3. Defendant XLLD GROUP LLC ("XLD GROUP") is a California limited liability company

with a primary place of business in Torrance, California. XLD GROUP operates the Torrance

Marriott hotel.

4. The Relator, GNGH2 Inc. ("Relator” or "Plaintiff") 1s a New Jersey corporation with a

| principle office in the State of New Jersey, County of Bergen.

{|IIl Compliance with Requirements of Suit

5. This matter will be filed under seal pursuant to 31 U.S.C. Section 3730(b) and at or about

the same time, a copy of the Complaint, any Sealing Order, andRelator's disclosure of evidence

will be served on the Department of Justice and the United States Attorney for the District in

which this matter has been filed.

6. Relator will not serve the Complaint or any other papers in this matter until and unless it

becomes unsealed. Thus, if the Complaint is served on the Defendant, it means that the matter

has been duly unsealed.

IV. Jurisdiction and Venue

7. This Court has jurisdiction pursuant to 31 U.S.C. Section 3732(a) which provides that

this type of action may be brought in any district where any Defendant resides or transacts

business.In this case, the Defendants operate hotels in this district.

Complaint - 2

Case2:22-cv-05514-SB-PVC
Case 2:22-cv-05514-SB- PVC Document 65-3Filed
Document 1 Filed 04/01/24
08/04/22 Page
Page 3 of 713 of 147ID #:3
Page Page
ID #:368

Y. Background

8. Throughout most of 2020 and continuing into 2021, the United States was faced with a

large scale outbreak of the virus commonly known as "Coronavirus" and "COVID-19." (the

"Coronavirus Epidemic").

(9. In addition to the Coronavirus Epidemic itself, the United States was faced with large

scale outbreaks of panic andhysteria as a result of the Coronavirus Epidemic.

10. All of the above has resulted in major economic disruption and as a result Congress

enacted the Coronavirus Aid, Relief, and Economic Security Act, commonly known as the

"CARES Act."

il. The CARES Act contains a provision which permitted qualifying business which were

affectedby the foregoing disruption to obtain forgivable disaster loans.

12. The CARES Act was subsequently amended to provide for a second round of disaster

funding. Significantly, an applicant is ineligible for such funding if is directed or owned out of

either the Peoples' Republic of China or the Special Administrative Region of Hong Kong.

13. The Defendants in this matter both operate hotels. They received secondround disaster

relief as follows:

Name Date Loan Number Amount Forgiven

XLD Century 3/30/2021 2613428708 $2,000,000 12/15/2021

XLD Group 35/18/2021 2870209001 $2,000,000 1/6/2022

14. Thus, on or about the above dates, Defendants completedForm 2483-SD which required

them to certify as follows:

The Applicant is not a business concern or entity (a) for which an entity created in or
23
organized under the laws of the People’s Republic of China or the Special Administrative
26

Complaint - 3

Case
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Document 1 Filed 04/01/24
08/04/22 Page
Page 4 14 of
of 7 Page147ID #:4
Page
ID #:369

Region of Hong Kong, or that has significant operations in the People’s Republic of

China or the Special Administrative Region of Hong Kong, owns or holds, directly or

indirectly, not less than 20 percent of the economic interest of the business concern or

entity, including as equity shares or a capital or profit interest in a limited liability

company or partnership; or (b) that retains, as a member of the board of directors of the

business concern, a person who is a resident of the People’s Republic of China

15. This certification was false whenmade as set forth below.

16. At all times relevant to this matter, the Defendants were wholly owned subsidiaries of

Sichuan Xinglida Group Enterprises which is a PRC real estate investment company based in

Sichuan, People's Republic of China.

17. Thus, Defendants made a fraudulent representation when they completed form 2483-SD.

18. As a result of these statements, the Defendants received substantial funds to which they

would not otherwise have been entitled.

VI. ( C o u n t l ) Violation of the False Claims Act

19. The False Claims Act imposes liability on a person or entity who " knowingly makes,

uses, or causes to be made or used, a false record or statement material to a false or fraudulent

claim" 31 U.S.C. Section 3729(a)(1)(B)

20. The Courts have held that this can include false statements regarding eligibility to

participate in a program. See United States ex rel. Kirk v. Schindler Elevator Corp., 601 F.3d

94, 116 (2d Cir. 2010), rev'd on other grounds, 131 S.Ct. 1885 (2011) ("[C]laims may be false

even though the services are provided as claimed if, for example, the claimant is ineligible to

participate in the program.")

Complaint - 4

Case
Case2:22-cv-05514-SB-PVC
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Document 1 Filed 04/01/24
08/04/22 Page
Page 5 of 715 of
Page147ID # 5
Page
ID #:370
|

21. Thus, the Defendant's certifications of eligibility violated the False Claims Act because

they were false andrequired for eligibility for disaster relief.

VII. Relief Sought

22. On behalf of the government, Relator is seeking judgment for triple damages and civil

penalties set forth in 31 U.S.C. Section 3729.

24. The Defendants received $4,000,000 in disaster relief as a result of the certifications set

forth above.

25. Accordingly,Relator seeks judgment in the amount of $12,000,000 against the

Defendant and in favor of the United States, together with costs, interest, civil penalties, an

appropriate qui tam award, and such other and further relief as the Court deems just.

Respectfully submitted,

Yael Lerman, Attorney for Relator
GNGH2 Inc.

6505 Wilshire Boulevard
Los Angeles CA 90048
Tel. 310-836-6140
Dated: Los Angeles, CA
August 3, 2022

Complaint - 5

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Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 17 of 147 Page
ID #:372
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Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 18 of 147 Page
ID #:373

Exhibit C

Case
(Case 2:22-cv-05514-SB-PVC Document25
2:22-cv-05514-SB-PVC Document 65-3
Filed Filed 04/01/24
10/05/23 Page
Page 1 of 3 19 of
Page147 Page
ID #:11
ID #:374

Dana Moon, Esq. (Bar No. 185154)
wk(@moondorsett.com
ND
MOON & DORSETT, PC
WL
445 S. Figueroa Street, Suite 2900
Los Angeles, CA 90071
BA Telephone: (213) 380-1526

ur Attorneys for Defendants
XLD CENTURY LLC; XLD GROUP LLC
ON

oO UNITED STATES DISTRICT COURT

Oo
FOR THE CENTRAL DISTRICT OF CALIFORNIA
OO

United States ex rel. GNGH?2 Inc., ) Case No.: 2-22-CV-05514-SB-PVC
)
Plaintiff, ) ANSWER OF DEFENDANTS XLD
CENTURY LLC AND XLD GROUP
) LLC TO RELATOR GNGH?2 INC.’S
a
VS. ) COMPLAINT UNDER THE FALSE
) CLAIMS ACT
UBL, XLD CENTURY LLC and XLD )
GROUP LLC,
NN ) Complaint filed: August 4 , 2022
Defendants.
)
1
)
0
Defendants XLD CENTRY LLC; XLD GROUP LLC (collectively
OO
“Defendants”) hereby answer the complaint (“Complaint”) filed by Relator
I
GNGH2 Inc. (“Relator”) as follows:

AG RE NNO RE NO TE AN I A a
1. Defendants admit the allegations in Paragraphs 2, 3, 7, 8, 11, 13, 16,
19 o f the Complaint.

ur BA WLW DNDN =m,
2. Answering Paragraphs 4, 5, 6 o f the Complaint, Defendants are
without sufficient knowledge or information to form a belief as to truthfulness.
3. Defendants generally admit the allegation in Paragraphs 9 and 10 o f
OTE \'S I the Complaint, but are without sufficient knowledge or information to form a belief]
J ON
as to truthfulness o f “large scale outbreaks o f panic and hysteria.”
[J
co

Page 1 o f 2
Defendants’ Answer to Complaint

Case
(Case 2:22-cv-05514-SB-PVC Document25
2:22-cv-05514-SB-PVC Document 65-3
Filed Filed 04/01/24
10/05/23 Page
Page 2 of 3 20 of
Page147 Page
ID #:12
ID #:375

4, Defendants deny the allegation in Paragraph 14 1n that it quotes an
ND inaccurate version o f the Form 2483-SD, wherein Complaint replaces each comma
with a period after the word “Hong Kong.”
BAL 5. Defendants deny the allegations contained in Paragraphs 15, 17, 18,

ur
and 21 o f the Complaint.

ON
6. Paragraphs 1, 12, 20, 22, 24, 25 are legal conclusions and argument to
which no answer 1s required. To the extent that any answer 1s required, Defendants
~~

oO
deny such legal conclusions and argument.

OO
(Public Disclosure)
Relator’s allegations are based on information that 1s publicly available via
inter alia the news media, namely that Defendants are subsidiaries of a Chinese
company and that Defendants own certain Marriott hotels operatedby Marriott

a
Management. The government therefore has enough information to investigate the
case since the information alleged are already in the public domain.
UBL,
Relator has not provided any missing link between the public information
SN
and the alleged fraud and is not the original source o f the information.
1

PRAYER FOR RELIEF
0

WHEREFORE, having responded to Relator’s Complaint and having stated
OO

I
their affirmative defenses, Defendants pray that:
1. Judgment be entered against Relator and in favor o f Defendants and

AG RE NNO RE NO TE AN I A a
that Relator takes nothing by its Complaint;
2. Defendants be awarded their costs o f suit incurred in defense o f this

ur BA WLW DNDN =m,
action; and
3. The Court award Defendants such other relief as the Court deems “just
and proper.”
OTE \'S I
Dated: October 5, 2023 MOON & DORSETT, PC
J ON
By: /s/
[J
co
Dana Moon Esq.
Attorneys for Defendants

Page 2 o f 2
Defendants’ Answer to Complaint

Case
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2:22-cv-05514-SB-PVC Document 65-3
FiledFiled 04/01/24
10/05/23 Page
Page 3 of 321 of
Page147 Page
ID #:121
ID #:376

PROOF OF SERVICE OF DOCUMENT

I am over the age 18 and not a party to this case. My business address 1s 445 South
Figueroa St., Suite 2900, Los Angeles, CA 90071.

A true and correct copy o f the foregoing document entitled: ANSWER OF
DEFENDANTS XLD CENTURY LLC AND XLLD GROUP LLC T O
RELATOR GNGH2 INC’S COMPLAINT UNDER THE FALSE CLAIMS
ACT will be served or was served in the manner stated below.

T O BE SERVED BY THE COURT VIA NOTICE OF ELECTRONIC
FILING (NEF): Pursuant to controlling GeneralOrders and LR, the foregoing
document will be servedby the court via NEF and hyperlink to the document. On
October 5, 2023, I checked the CM/ECF docket for this case and determined that
the following persons are on the Electronic Mail Notice List to receive NEF
transmission at the email addresses statedbelow:

Yael Lerman on behalf of Plaintiff GNGH2 INC.:
yaell@standwithus.com
David N. Abrams on behalf o f Plaintiff GNGH?2 INC.:
dnabrams@wjlf.org; dnabrams@gmail.com
Dana Moon on behalf o f Defendants XLD CENTURY LLC; XLD
GROUP LLC: wk@moondorsett.com

I certify under penalty o f perjury, under the laws o f the State o f California and the
United States that the foregoing is true and correct.

Executed on October 5, 2023, at Los Angeles, California.

Wendy Kim, Declarant

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 22 of 147 Page
ID #:377

Exhibit D

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 23 of 147 Page
ID #:378

UNITED STATES DISTRICT COURT FOR

THE CENTRAL DISTRICT OF CALIFORNIA

Cx)
) Case No.:. 2:22-cv-05514-SB(PV
United States ex rel. GNGH2 Inc. )
oo ) Affirmation
Plaintiff, )
)
VS. )
XLD CENTURY LLC and XLD )
GROUP LLC, )
Defendant(s) )

I, Marrtin Andrews, hereby certify under penalty of perjury that the following 1s true and

correct.

1. I hold the position of Deputy Director, Office o f Financial Program Operations

(“OFPQO”), in the Office o f Capital Access of the Small Business Administration (“SBA”) and I

am familiar with the operation of the Paycheck Protection Program.

2. Second-draw Paycheck Protection Program (“PPP”) loans were made under a

temporary COVID-19 relief program which consisted of forgivable loans made by participating

lenders and guaranteedby SBA.

3. Applicants applied for a second-draw PPP loan through a participating lender, and

if the second-draw loan were approved, the lender would disburse funds to the borrower. If the

second-draw loan were ultimately forgiven, then the SBA would remit a payment of the principal

amount o f the second-draw loan and accrued interest to the lender for credit to the respective

loan.
25

Affirmation - 1

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 24 of 147 Page
ID #:379

4. Additionally, as set forth in the Economic Aid to Hard-Hit Small Businesses,

Nonprofits, and Venues Act (Pub. L. 116-260), SBA paid a processing fee to the participating

lender for each second-draw PPP loan fully disbursed by the lender. In the case of a second-

draw PPP loan of $2,000,000, the processing fees would be 3% or $60,000.

5. Further, pursuant to SBA program rules, borrowers for second-draw PPP loans

were required to sign and complete either SBA Form 2483-SD, or a lender’s equivalent form,

and provide supporting documentation.

6. SBA Form 2483-SD, or a lender’s equivalent form, contained a number o f

required certifications, including a certification which stated as follows:

The Applicant 1s not a business concern or entity (a) for which an entity created in or
organized under the laws o f the People’s Republic of China or the Special Administrative
Region of Hong Kong, or that has significant operations in the People’s Republic o f
China or the Special Administrative Region of Hong Kong, owns or holds, directly or
indirectly, not less than 20 percent o f the economic interest of the business concern or
entity, including as equity shares or a capital or profit interest in a limited liability
company or partnership; or (b) that retains, as a member of the board of directors of the
business concern, a person who 1s a resident of the People’s Republic o f China.

(the "PRC Certification").

7. SBA Form 2483-SD indicates that each of these certifications, including the PRC

Certification, must be initialed by an authorized representative of the borrower.

[continued on next page]

Affirmation - 2

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 25 of 147 Page
ID #:380

8. An applicant that could not or would not make this certification would not be

eligible to receive a second-draw PPP loan.

I certify under penalty of perjury that the foregoing is true and correct.

Executed on December 7 , 2023

Digitally signed by
MARTI N MARTIN ANDREWS
Date: 2023.12.07
A N D R EW 18:40:59 -05'00'

Affirmation - 3

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 26 of 147 Page
ID #:381

Exhibit E

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 27 of 147 Page
ID #:382

1 UNITED STATES DISTRICT COURT FOR
2 THE CENTRAL DISTRICT OF CALIFORNIA
3
4 United States ex rel. )
GNGH2 Inc., )
5 )
Plaintiff, )
6 )
vs. ) No. 2:22-cv-05514-SB(PVCx)
7 )
XLD CENTURY LLC and XLD )
8 GROUP LLC, )
)
9 Defendant. )
)
10
11
12
13
14 DEPOSITION OF
15 JIAQI ZHANG
16 LOS ANGELES, CALIFORNIA
17 DECEMBER 1, 2023
18
19
20
21
22
23
24
25 REPORTED BY: YVONNE M. HARGROVE, CSR NO. 3354

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ID #:383

JIAQI ZHANG

1 JIAQI ZHANG,
2 having first been duly sworn, was
3 examined and testified as follows:
4
5 EXAMINATION
6 BY MR. ABRAMS:

47 Q.. Okay. Ma'am, can
Ma'am, can you
you III
please state and spell
8 your full
your full name
name f o
or r the record?
the record?
9
o A. My name
My name i s
s Jiaqi
Jiaqi Zhang.
Zhang. First name is
Firstillllllg

10
10 J-i-a-q-i, and
J-1-a-g-1i, and l a s
ast t name i s
name s Z-h-a-n
h-a-n-g.
—-g.

11
11 Q.
. Okay.
.

12
12 (Short
(Sh pause taken.)
t rll
13
13 BY MR.
BY MR. ABRAMS:
ABRAMS:
14
14 Q.. Ma'am, can
Ma'am, can youll
you just repeat your name again, I
15
15 didn't
dn't quite
quite get
et that?
that?

16 A. My name
My name 1s
is Jiaql
Jiaqi Zhang,
Zhang, and
and f i r s
irst t name
nal is
17 J-i-a-q-i and
J-1-a—-g-1 and l a s
ast t name 1s
name is spelled
spelled Z - h - a - n
h-a-n-g. -g.

18 Q. Your last name is pronounced Zhang?
19 A. Yeah, that's right, Zhang.
20 Q. Zhang, I apologize, okay. 'Cause to me it
21 looks like it ought to be pronounced like Zhang, but
22 that's incorrect, right? Okay, I'm going --
23 A. That's fine.
24 Q. -- to probably not get it right.
25 And can you please tell me -- state your

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ID #:384

JIAQI ZHANG

1 question, and you're answering to the best of your
2 ability. Do you understand that?
3 A. Yes.
4 Q. Okay. Now, hold on one second, something
5 just popped up on my computer. I'm going to try to
6 turn it off. I know what just happened.
7 So, ma'am, are you under the influence of any
8 drugs, alcohol or medication which would affect your
9 ability to testify truthfully today?
10 A. No.
11 Q. Okay. And for the record, since this is a
12 30(b)(6) deposition, you're here on behalf of both
13 defendants; is that right?
14 A. Yes.
15 5Q.
Q. you're HI
So you're
Okay. So
Okay. here on XLD Century and XLD
16 Group L L
Group LC;C; s that
is that right?
right?
17 A. at's
That 's orrect.
correc t.

18 Q.. Okay. Fine.
ne. And what.
And what are your current
19 ositions
positio ns with those
with those e n t i t i e
ntities? s?

20 A. 'm the
I'm the vice-president
vice-president of XLD
XLD Group
Group LLC, and
21 lso
als o the vice-president
the vice-president of XID
XLD Century
Century L L
LC.C.

22 Q. Okay. Are there any other vice-presidents?
23 A. Yeah, there's another one.
24 Q. And who's that?
25 A. It's Joey Zhang.

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ID #:385

JIAQI ZHANG

1 A. I started my job in XLD N.A. Real Estate
2 Development was in 2013, so since then, yeah.
3 Q. Okay. Well, there's XLD N.A. Real Estate
4 Development, I take it that's a company that's
5 affiliated in some way with XLD Group and XLD
6 Century?
7 A. Yes.
8 Q. Okay. What's the connection?
9 A. The XLD N.A. Real Estate states own 95
10 percent of XLD Group.
11 Q. Okay. And are you still -- do you still work
12 directly for XLD Real Estate?
13 A. Yes.
14 Q. Okay. And what's your position with that
15 entity?
16 A. Vice-president.
17 Q. Okay. Are there any other XLD entities, XLD
18 affiliated entities that you have a position with?
19 A. As the secretary -- well, I guess that's -- I
20 guess -- well, I don't remember, like, all my names
21 on, like, all the papers, but, yeah.
22 Q. I see. Okay. So, in other words, you're
23 saying that there may be other entities that are
24 related to these XLD entities that you a secretary or
25 you have some other office with, is that what you're

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ID #:386

JIAQI ZHANG

1 saying?
2 A. Yes.
3 Q. But you're not a 100 percent sure?
4 A. Not a 100 percent sure.
5 Q. Okay. Well, hold on a second.
6 Well, is it true that there's -- that there's
7 sort of a parent company in the People's Republic of
8 China that owns all of these XLD entities?
9 A.
BB ere's
Ther e's parent company
a parent company in
in China
China that
that oll
owns
10 XLD
XI.D -- that owns
—— that owns XLD N.A.
XILLD N . A . Real E s t a t
Real state e Development.
Development.

11 Q. ay.
Oka y. And i tt owns
And owns a 1 0
00 percent of i t h
0 percent t?
12 A. I tt owns
owns a 1 0
00 percent of it.
0 percent it.
13 Q.. Okay. And the
And the parent
parent compan
company in China, is
14 that Sichuan
that Sichuan Singlida?
Singlida?
15 A. Y es.
.

16 0
Q. Is
s thal
that of what it's called?
17 A. Y es.
.

18 Q.. Okay. And
And tHE
that's -- that company, where is
19 i tt located
located in
in China?
China?
20 A. China, Sich
China, Sichuan.
21 Q. Okay. So -- and so Sichuan, that's a
22 province in the People's Republic of China?
23 A. Yes.
24 Q. Okay. And just for clarity, I guess when --
25 from now on when I say China, I mean People's

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ID #:387

JIAQI ZHANG

1 Republic of China, okay?
2 A. Yeah.
3 Q. Okay. And I apologize for that, I'm a little
4 old as you can see, and in my day, you know, we
5 talked about there was like China sometimes meant
6 Taiwan, so I just want to be clear that we're talking
7 about the People's Republic of China, okay?
8 A. Yeah.
9 Q. Okay. So let's see if I understand this. So
10 this Sichuan Singlida -- let me -- Sichuan Singlida
11 sometimes referred to as XLD Group, correct?
12 A. Well, we have, like, a lot of, like,
13 different entities, and we call it just Sichuan
14 Singlida.
15 Q. You call what? Say that again.
16 A. Sichuan Singlida. So the -- basically the
17 Sichuan XLD Singlida.
18 Q. Okay. And then the second word is Singlida;
19 is that right?
20 A. Yes.
21 Q. Okay. And that's spelled?
22 A. S-i-n-g-l-i-d-a.
23 Q.
D Okay.
Oka y. So l e t ' s
S let's s e see
e if I understand
1f understand thi
this. So
24 Sichuan Singlida
Sichuan Singlida 1s
is a company
company 1n
in China,
China, c o r r e c t
correct? ?

25 A. Yes.
Yes .

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ID #:388

JIAQI ZHANG

1 Q.
BB . And it owns XLD North America Real Estate,
2 correct?
correct?

3 A. I tt owns
owns XID
XLD U . S
S. . Top LL@E
Top LLC.
4 Q. ay.
Oka y. And XID
And XLD U . S
S. . Top LLC
Top LLC owns
owns XLD
XLD N . A
A. .

5 Real E s t a t
Real tate; e; s that
is that right?
right?
6 A. Y es.
.

7 Q.
0. And XID
And XLD N . A
N.A. . Real E s t a t
Real state e owns
owl XLD Group LLC
8 and XILD
and XLD Century
Century L L
LC;C; s that
is that right?
right?
9 A. XLD Group
XI.D Group N . A
A. . Real E s t a
Real tate te owns XID
owns XLD Group
Group
10 LC.
LL C.

11 Q. ay.
Oka y. 00
10 percent?
0 percent?

12 A. o,
No , 95.
95 .

13 Q. 95. And what about XLD Century, who owns
14 that?
15 A. It's a different -- XLD Century owned by XLD
16 Investment, Inc.
17 Q. Okay. And is that a 100 percent?
18 A. It's -- XLD Century, it's 100 percent owned
19 by XLD Investment.
20 Q. Okay. Are you looking at something? Are you
21 looking at --
22 A. No, I'm trying to think. We have like
23 different shareholders, I'm trying to think which
24 layer, like, they joined and what time. XLD
25 Investment is not 100 percent owned XLD Century, it's

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ID #:389

JIAQI ZHANG

1 like 89 percent, 80 some percent.
2 Q. Okay. And who owns -- I'm getting very
3 confused here, so let me just -- hold on a second,
4 okay?
5 A. Sure.
6 Q. Just give me a second.
7 Okay. So -- well, let me ask you this:
8 Maybe we can kind of, you know, cut -- shortcircuit
9 this a little bit.
10 Is it fair to say that the China entity, the
11 PRC entity Sichuan Singlida is ultimately the
12 majority owner of both of XLD Group LLC and XLD
13 Century LLC?
14 A. It is the parent company, like owns both XLD
15 Group.
16 Q. And XLD Century?
17 A. And XLD Century.
18 Q. Okay. It's the parent company, but it
19 doesn't -- its ultimate percentage isn't quite a 100
20 percent, right?
21 A. It does not own it directly, but it is like
22 ultimate the parent company.
23 Q. Okay. But what I want to know is this, like
24 I want to know its ultimate percentage is. Do you
25 know what I'm asking or do you want me to explain?

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ID #:390

JIAQI ZHANG

1 A. Can you rephrase more?
2 Q. Yeah, sure. So like, for example, let's
3 suppose company A owns 50 percent of company B, and
4 then company owns 50 percent of company C, right,
5 then you would say company A ultimately owns a
6 quarter of company C. Do you understand?
7 A. Well, I think ultimately it's just like the
8 parent company is just -- it doesn't like directly
9 own, but it owns majority of the shares.
10 Q. All right. Well, let's -- you know what, I
11 guess we better go through this then, okay, just to
12 make sure I understand, I apologize.
13 So let's start again with XLD Group LLC.
14 Okay, so what entity owns the majority of XLD Group
15 LLC?
16 A. XLD Group N.A. Real Estate Development.
17 Q. Okay. And what's the percentage?
18 A. That's 95 percent.
19 Q. Okay. And what entity owns the majority of
20 XLD Group N.A. Real Estate Development, Inc.?
21 A. That's the XLD Top LLC.
22 Q. And what's that percentage?
23 A. That's 100 percent.
24 Q. Okay.
Oka y. And what
And what e n t i t
ntity y owns XLD
owns XLD Group
Group Top?
Top?
25 A. hat's
That' s -- t h a t '
hat's s Sichuan -- t h a t '
Sichuan hat's s the
the

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ID #:391

JIAQI ZHANG

1 Sichuan Singlida
Sichuan Singlida g r o u
roup. p. on't
I don 't remember the
remember the f u l l
ull
2 ame.
nam e.

3 Q. O k ay.
y. at's
That 's the PRC
the PRC e n t i t
ntity y w e 've
ve been
been

4 talking a b o u
talking bout, t, though, r i g h t
though, ight? ?

5 A. ah,
Yea h, eah.
yea h.

6 Q. And w h a t
And at's 's that p e r c e n t a
that ercentage? ge?

7 A. think t h a t '
I think hat's s --
—— I ''m
m ot
no t ure,
sur e, but I think
but think
8 t's, l i k e ,
it's, ike, 80 p e r c e n
ercent, t, ike 1 0
like 00 0 percent.
percent.

9 Q. ay.
Oka y. So 80 to
to a 1 0
00 0 ercent;
percen t; is that
1s that r i g h t
ight? ?

10 A. ah,
Yea h, es.
yes .

11 Q. ay.
Oka y. So l e t ' s
et's s e ee
e i ff I understand
understand t h i s
his. . So

12 you say
you say the
the PRC
PRC e n t i t i e
ntities s Sichuan Singlida
Sichuan Singlida owns
owns 80 to
to
13 00
10 ercent
0 perce nt of XID
XLD Top
Top which
which in
in turn
turn owns
owns a 1 0
00 0

14 percent of XID
percent XLD Group
Group N . A
A. . Real E s t a
Real tate te which in
which in turn
turn
15 owns
owns 95 percent
percent of XID
XLD Group
Group LLC;
LC; is
s that
that right?
right?

16 A. XLD U . S
XID .S. . op.
Top .

17 Q. XLD U . S
XID .S. . op?
Top ?

18 A. In C a n a
In nada.da. ah,
Yea h, XLD Group
XILD Group N . A
A. . then owns
then owns
19 XLD G r o u
XLLD Group. p.

20 Q. ay.
Oka y. But b e s i d
But esides es my m i s t a
my stake ke in i d e n t i f y i n
in dentifying, g,

21 what I j u s
what just t aid
sai d s corre
is orrect,
ct, ight?
right ?

22 A.
A. Yes.
Yes .

23 Q. Okay. So that's fine. All right. So --and
24 let me ask you this: You know, we're talking about
25 how things are currently. Is that how things have

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ID #:392

JIAQI ZHANG

1 been for the last ten years?
2 A. Sorry, can you repeat again?
3 Q. I said like -- I was asking you about the
4 ownership right now as we sit here today on December
5 1st, 2023, and I wanted to know is that what the
6 ownership relationships and percentages have been in
7 the past?
8 A. Well, we'd have to -- we'd have to look up,
9 like, our documents 'cause there's, like,
10 shareholders join in the changing, so might be
11 slightly different.
12 Q. I'm sorry.
13 A. Might be slightly different, I'm not sure
14 'cause I have to look it up.
15 Q. Oh, it might be slightly different, but it's
16 not very different; is that right?
17 A. Yeah, majority will be the same.
18 Q. Oh. So -- okay. And it's been like that for
19 the last five or ten years?
20 A. Yes.
21 Q. Okay. Okay. The entire time that you've
22 been working for XLD, for any XLD entity?
23 A. Yes.
24 Q. Okay. And you were aware of these ownership
25 relationships the whole time, even if you weren't

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ID #:393

JIAQI ZHANG

1 aware of the exact percentages; is that right?
2 A. Yes.
3 Q. ay.
Oka y. So now
now l e t '
et's s talk about
talk about XID
XLD C e n t u
ntury. ry.

4 So what
what entity
entity owns
owns that?
that?
5 A. XLD I n v e s t m e
XID nvestment, nt, Inc.
Inc.

6 Q. All r i g h t
All ight. . And w h a tt's
And 's that percentage?
that percentage?
7 A. think 80 some
I think some p e r c e n t a
ercentage. ge.

8 Q. ay.
Oka y. O k ay.
y. And who
And who owns
owns that?
that?
9 A. t's U . S
It's S. . Top LLC
Top LLC owns
owns XLD
XLD Investment,
Investment, Inc.
Inc.
10 Q. S.
U.S . Top 1 0
Top 00 percent?
0 percent?

11 A. ah.
Yea h.

12 Q. ay.
Oka y. And t h a t '
And hat's s the same
the same XID
XLD U . S
S. . Top you
Top you
13
13 eferred
referre d to as the
to the l a s
ast t et
se t of q u e s t i o
uestions? ns?

14
14 A. Yes.
Yes .

15 Q. Okay. Fine. And so same question, these --
16 for the most part, these relationships and
17 percentages have been in place for the last five or
18 ten years, correct?
19 A. Yes.
20 Q. Okay. And you've been aware of these
21 relationships and percentages, roughly speaking, the
22 entire time you worked for XLD; is that right?
23 A. That's correct, yes.
24 Q. Okay. And how long have you been working for
25 XLD?

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ID #:394

JIAQI ZHANG

1 A. Since 2013.
2 Q.
D ay.
Oka y. ay.
Oka y. So J u s
just t so 're
o we'r e lear,
clear , so
soll the
3 whole time
whole time from
from --- the
— the l a s
ast t ten v e a r
ten years, s, ou've
you'v e been
beell

4 working f o
working or r various XID
various XLD e n t i t i e
ntities, s, orrect?
correc t?

5 A. Y es.
.

6 Q. ay.
Oka y. And the
And the whole
whole time
time y o u ' v
ou've e been avi
been aware
7 that ultimately
that ultimately the
the main
main owner,
owner, ultimate
ultimate owner
owner of
8 these e n t i t i e
these ntities s s Sichuan
is Sichuan Singlida
Singlida in
in the
the P e o p l
ople's e's

9 Republic of China,
Republic China, right?
right? Y o u ''re
re nodding your
nodding your hell}
head,
10 does that
does that mean
mean y e s
es? ?

11 A. The parent
The parent company
company i s
s like
ike thi
the same parenting
12 company, w e 're
company, re ot
no t changing a n
changing ny,y, es.
yes .

13 Q. ay.
Oka y. So that
that means
means y e s
es? i

14 A.
JN. Yeah.
Yea h.

15 Q. Okay. Now, is there someone who's like the
16 big boss, the head person at this PRC Sichuan
17 Singlida?
18 A. You mean the owner of the Sichuan Singlida?
19 Q. Yeah.
20 A. Yeah, there -- definitely, every company has
21 a boss. There's one majority owner of the Sichuan
22 Singlida.
23 Q. Right. So, you know, I'm sure you've heard
24 the phrase the big cheese, the head honcho, you've
25 heard those kind of phrases before, right?

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ID #:395

JIAQI ZHANG

1 A. I'm not sure, what are you -- you mean
2 like --
3 Q. ay.
Oka y. et
Le t me a s
me sk ou.
k yo u. ere's
Ther e's sually
usual ly one
one

4 erson
pers on w h o's
's s o rrt
t of the
the primary
primary p e r s
erson on in a company.
in company.
5 A. Y es.
.

6 Q. ay.
Oka y. And I ' m
And 'm j u s
justt wondering w h o's
wondering 's that
that

7 erson
pers on or
fo r Sichuan Singlida?
Sichuan Singlida?
8 A. Jun Z h a
Jun ang,
ng, he owns
he owns the
the m a j o r i
majority ty share of that
share that
9 company.
company.

10
10 Q. ay.
Oka y. Can you
Can you say
say that
that again?
again?
11
11 A. Jun Z h a n
Jun ang. g.

12 Q. I apologize, that's very difficult for me.
13 And that person has -- does that person have
14 the same last name as you?
15 A. Yes.
16 Q. Okay. Is that related?
17 A. Yes.
18 Q. I'm sorry.
19 A. He's my father.
20 Q. Okay. So it's like a family business you can
21 say?
22 A. Yes.
23 Q. Okay. And I think you mentioned your brother
24 is involved in the business as well, right?
25 A. Yes.

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ID #:396

JIAQI ZHANG

1 A. We -- our companies invest -- we purchased
2 three hotels. The purchase of two hotels here in
3 L.A., and my daily job is communicate and operate in
4 ways the management level seeing to discuss about our
5 project in our daily operations.
6 Q. Okay. And you say that there's three hotels.
7 The other one's in Puerto Rico; is that right?
8 A. Yes.
9 Q. And so J u
And justst so w e 're
re lear,
clea r, ike XLD
like XLD C e n t u
ntury, ry,

10 that owns
that owns the
the LAX
LAX M a r r i o
Marriott; tt; s that
is that right?
right?
11 A. Yes.
Yes .

12 Q. And XID
And XLD Group
Group LLC
LLC owns
owns the
the Torrance
Torrance M a r r i o t
Marriott; t;

13
13 is that
1s that r i g h t
ight? ?

14
14 A. Yes.
Yes .

15 Q. Okay. Now -- hold on just a second.
16 Okay. So I'm going to try to show a document
17 to you which I'll -- I guess I'm going to mark it as
18 -- I guess why don't we call it Z1.
19 A. Z1?
20 Q. Well, in English your last name seems to
21 start with a Z, so I'm just trying to keep this as
22 simple as I can. So hold on a second.
23 (Whereupon Plaintiff's Exhibit Z1, Joint Rule
24 26 Report, was marked for identification.)
25 /

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ID #:397

JIAQI ZHANG

1 BY MR. ABRAMS:
2 Q. All right. Can you see the document I'm
3 looking at?
4 A. Yes.
5 Q. Okay. And you don't need to worry about most
6 of it 'cause it's all like legal mumbo jumbo, but I'm
7 showing you page two, and you see towards the top
8 where it says "Defendant's Position"?
9 A. Yes.
10
10 Q. ay.
Oka y. So do
do you
you s e
ee that i tt s a y
e that ays, s, "The
"T he

11
11 defendants own
defendants own c e r t a
ertain in Marriott
Marrio tt otels
hote ls operated by
operated by
12
12 Marriott Management
Marriott Management in
in C a l i f o r n i
ifornia". a". Do you
you s e
ee that?
e that?

13
13 A. ah.
Yea h.

14
14 Q. ay.
Oka y. So I g u e
uess ss is that
1s that true?
true?
15
15 A. ah,
Yea h, our h o t e l
our otel, , yes,
ves , we operate
operate by Marriott
by rriott

16 Management.
Management.

17 Q. Okay. So I just want to -- you know, we
18 don't need to go crazy on this, but I want to
19 understand. So are you -- you know, I guess what's
20 your involvement in managing the hotels if Marriott
21 is managing them? Do you understand my question?
22 A. Yeah. Yes.
23 Q. Okay. So can you explain that?
24 A. They do -- we're the ownership of the hotels.
25 Q. Okay.

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ID #:398

JIAQI ZHANG

1 A. So basically we have management agreement
2 with the Marriott Management Team. So they do daily
3 operations, but from XLD, we invest the money, we
4 have to be responsible for our shareholders, and
5 that's why we very -- we communicate very closely
6 with the high level management team weekly. So we
7 have phone calls with them, you know, we go to
8 properties, and we discuss about budgets,
9 renovations, and the performance basically on a very
10 like weekly, daily basis.
11 Q. I see. So is it fair to say that both of the
12 defendants in this matter have signed, like, standard
13 management agreements with Marriott Hotel Services?
14 A. Yes, that's correct.
15 Q. Okay. And you know I don't -- you know, I
16 don't have those agreements, and it's probably not
17 that important for this case, but I just want to make
18 sure I understand the relationship here. So hold on
19 a second, let me just see.
20 Marriott's a publicly traded company, right?
21 A. Yes.
22 Q. Okay. So you -- probably their management
23 agreements are available. I mean I guess -- let me
24 skip to the next topic, I don't want to get too
25 sidetracked. Let me ask you this:

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ID #:399

JIAQI ZHANG

1 So did there come a time when both of the
2 defendants in this matter apply for second-round PPP
3 disaster relief?
4 A. Can you repeat again?
5 Q. Did there come a time when the defendants in
6 this matter applied for second-round PPP disaster
7 relief?
8 MS. MOON: Kind of vague did there come a
9 time. Are you trying to say that did the companies
10 request the relief?
11 BY MR. ABRAMS:
12 Q. Ma'am, do you not understand my question?
13 A. Not -- not very clearly.
14 Q. Okay. Well, let me put it a different way.
15 Let's start with -- hold on a second.
16 Let me ask you this, ma'am. Do you know what
17 this lawsuit is about?
18 A. Yes.
19 Q. And to your understanding, what's this
20 lawsuit about?
21 MS. MOON: Objection, that's not calculated
22 to lead to admissible evidence, and it calls for
23 legal conclusion. To the extent that you're asking
24 her her understanding of the legal positions, I'm
25 going to instruct her not to answer.

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ID #:400

JIAQI ZHANG

1 And what are you trying to say? What does
2 her understanding of this lawsuit have anything to do
3 with it? Can you be more specific?
4 MR. ABRAMS: Well, you know, look, the thing
5 is this. It's reasonable question. I'm not going
6 to, like, make a big fight over this, but, you know,
7 Rule 30 is the same everywhere. You know, your
8 objections, the scope of objections is very limited,
9 and what you've done is you've gone beyond the scope
10 of reasonable objections.
11 And, you know, if this keeps up, we're going
12 to have a big problem, I'll tell you that right now.
13 So I'm going to move on to another question, but I'll
14 tell you right now that these kind of objections are
15 not appropriate.
16 MS. MOON: Well, that's not your decision,
17 it's the court's decision.
18 MR. ABRAMS: That's right, it will be the
19 court's decision.
20 BY MR. ABRAMS:
21 Q.
NQ. ay.
Oka y. Ma'am, did
Ma'am, did defendant
defendant XID
XLD Groupr
Group HB
LLC
22 ever apply
ever apply f o
or r second-round PPP
second-round PPP d i s a s t
isaster er elief?
relief l

23 A. Yes.
Yes .

24 Q. ay.
Oka y. And are
And are you
you the
the one
one who
who JIE
applied for
25 that r e l i e
that elief f on b e h a
on ehalf lf of XLD
XLD Group
Group L L
LC?C?

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ID #:401

JIAQI ZHANG

1 A.. Well,
e l l I -- our JIE
- our group, like, withdrew the
Yy-
2 numbers and
numbers and s t e p
teps, s, es.
yes .

Ww
3 Q.
Q ay.
Oka y. And same
And same questions
questions for
for d e f e n
efendant XLD
C=
4 Century L I C
Century LC, , did XID
did XLD Century
Century LLC
LLC apply
apply for
for
(8)
5 second-round PPP
second-round PPP d i s a s t
isaster er elief?
relief ?

6
oc A. Y es.
.

~J
7 Q. ay.
Oka y. And are
And are you
you the
the one
one who
who applied
applied 1B
for
(00)
8 second-round PPP
second-round PPP d i s a s t
isaster er elief on
relief on behalf
behalf o ff thd
that
9
© ntity?
entity ?

10
10 A .. Same, I went
Same, went through
through a l l
ll l the steps, and on
11
11 behalf of XILD
behalf XLD Century,
Century, I applied.
applied.
12
12 Q. ay.
Oka y. And when
And when you
you say
say you
you went
went thrill
through all
13
13 the s t e p
the steps, s, that meant
that meant f i l l i n g
filling out out forms
forms on
on aa
14
14 computer; 1s
computer; is that
that right?
right?
15
LN A .. s.
Yes )

16 Q. Okay. So I'm going to show you a couple
17 documents. So first, I'm going to show you what's
18 been marked as -- what I'm going to mark as Z2.
19 (Whereupon Plaintiff's Exhibit Z2, PPP
20 application for XLD Group LLC, was
21 identification.)
22 BY MR. ABRAMS:
23 Q. All right. Can you see that?
24 A. Yes.
25 Q. Okay. And it's a four page document, and you

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ID #:402

JIAQI ZHANG

1 see at the top it says "Paycheck Protection Program
2 Second Draw Borrower Application Form"?
3 MS. MOON: Counsel, we don't see the four
4 page obviously, we only see a little portion of a
5 tiny little section. So we don't see top or bottom
6 or any four pages really.
7 MR. ABRAMS: Okay. This is -- I mean if you
8 want, I'll e-mail it to you so she can look at the
9 whole thing if she wants or it's part of your
10 document production.
11 MS. MOON: You're just making -- oh, it's XLD
12 00 -- 001. I can get that.
13 MR. ABRAMS: It's 01 through 04. So if you
14 want to pull it up yourself and look at the whole
15 thing.
16 THE WITNESS: Yeah, we have --
17 MS. MOON: Okay, let me pull it up. I got
18 it. XLD 001 through 004, I got it. So you can let
19 go of that shared screen, it's not working. It's
20 only giving us portion. Okay, so we got the document
21 right here.
22 BY MR. ABRAMS:
23 Q. So, ma'am, do you understand that this is a
24 set of documents that was produced by your attorney's
25 in this matter?

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ID #:403

JIAQI ZHANG

1 A. Yeah.
2 Q. Okay. And you see at the top it says
3 "Paycheck Protection Program Second Draw Borrower
4 Application Form"?
5 A. Yes.
6 Q. Okay. And you see under Primary Contact it
7 says Jiaqi Zhang?
8 MS. MOON: Where does it say that? Say
9 where?
10 MR. ABRAMS: On the first page in the upper
11 right-hand corner about three lines down, do you see
12 sit says Primary Contact.
13 A. The Primary Contact, yes.
14 MS. MOON: Oh, primary contact, okay.
15 BY MR. ABRAMS:
16 Q. All right. And that's your name; is that
17 right?
18 A. That's right.
19 Q. All right. And then you see it says e-mail
20 address?
21 A. Yeah, that's my e-mail address.
22 Q. Okay. So is this a form that you completed,
23 ma'am?
24 A. I think I complete this form with my -- my
25 team, and I'm not quite sure.

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ID #:404

JIAQI ZHANG

1 Q.. Okay. Well, let me ask you this:
Wl Was this
2 completed online?
completed online?
3 A. Y es.
.

4 Q. ay.
Oka y. And so
And want you
o I want you to
to look
look on
on the
the
5 fourth p a g
fourth age. e. Actually on
Actually on the
the third
third p a g
page. e. Do you
you #8
see
6 here's
there 's whole s e r i
a whole eries es of ines,
f lines , and i tt says
and says "JZ')
"JZ"
7 next to
next to each
each of those
those l i t t l e
ittle statements?
statements?
8 A. Y es.
.

9 Q. ay.
Oka y. And so
And sn't
o isn' t i tt true
true that
that you
you had
had IB
to
10
10 essentially
essential ly initial next
initial next to
to each
each o f
of those
those s t a t i o n
stations s --
11
11 A. Y es.
.

12 Q.
Q. --
- when you were completing the form?
13 A. Y es.
.

14 Q.. And that was done online, right?
Okay. HII.
15 A. Yes.
.

16 Q. ay.
Oka y. And you
And you s e
ee,e, ike,
like , your initially
your initials
17 appeared next
appeared next to
to —
--- w e l ll,
, do you
do you s e
ee where 1t
e where it s a y
ays, s)

18 "The
"Th authorized representative
e authorized representative of the
the applicant
applicant mill
must
19 ertify
certif y in good
1n good faith
faith to
to a l l
ll of the
the below
below by
by
20 nitialing next
initialing next to
to each
each o n e
one." ." Do you
D you s e
see e that?
tHE

21 A.
A. Yes.
Yes .

22 Q.. Okay. And you, in
And in EE
fact, initialed next each
__.

23
BN of these
o these statements,
statements, correct?
correct?
24 A.
A. Yes.
Yes .

25
— Q. All r E
All ight. Why did you do that?

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ID #:405

JIAQI ZHANG

BY Why did I do that? What do you mean?

Q. Well, why did you put your initials next to

each statement?

A. So I read it, and I checked it and so I put

my initials, I confirmed.

Q. Okay. All right. IEEE
this form, correct?

A. Yes.

Q. All right. And you submitted this fori

order to get the $2 million in disaster relief,

correct?

A. Yes.

Q. And you did geil
relief; is that right?

A. Yes.

Q. And will
right?

A. Yeah.

Q. Okay. And that tho
eventually forgiven, right?

A. Yes.

Q. Okay. Now, you see on page four the initial

statement, the second from the top where -- you want

24 me to read it to you or do you see what I'm talking

25 about, the one that refers to the People's Republic

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ID #:406

JIAQI ZHANG

of China, do you see that one?

A. Yes, I see that one.

Q. Okay. S o now did you read that before you

initialed it?

A. Yes.

Q. Okay. And did you understand it?

A. Yeah.

Q. Okay. And what did you understand it to

mean?

A. That the applicant, which is XLD Group, it's

not an entity created or organized under the law of

the People's Republic of China or Hong Kong, and we

-- XLD Group or XLD Century, we don't have

significant operation in China or Hong Kong, and we

don't own or host directly or indirectly not less

than 20 percent of the interest.

And I understand, like, we don't have member

of the business or any person who is like a resident

of People's Republic of China, yeah. Well, we don't

have any member or of the board.

MS. MOON: Of the --

THE WITNESS: Of the board or directors of

the business concern or like who -- who is like the

24 resident of the People's Republic of China.

25 /

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ID #:407

JIAQI ZHANG

1 BY MR. ABRAMS:
2 Q. Well, let me ask you this: I'm going to look
3 at it. So you see it says, "The applicant is not a
4 business concern or entity"?
5 A. Uh-huh (affirmative).
6 Q. "For which an entity created in or organized
7 under the People's laws -- the laws of the People's
8 Republic of China or Hong Kong or" -- I'm sorry, let
9 me finish my question, ma'am.
10 Do you see it says, "for which an entity,"
11 and then there's some stuff about China. Then says,
12 "owns or holds directly or indirectly not less than
13 20 percent of the economic interest of the business
14 concern or entity." Do you see that?
15 A. Yes.
16 Q. Okay. So isn't that saying that you're
17 certifying that the applicant is not an entity for
18 which a PRC company has ownership interest?
19 A. It is what it says here.
20 MS. MOON: She already told you her
21 understanding.
22 MR. ABRAMS: Okay. Look, I'm allowed to ask
23 her questions. This is very important, and I'm
24 allowed to do it, and I'd appreciate it if you didn't
25 say anything suggestive. Okay, you're trying to

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ID #:408

JIAQI ZHANG

1 suggest to her how she should respond, and I really
2 don't appreciate it.
3 MS. MOON: How is that a suggestion?
4 MR. ABRAMS: I'm not going to argue.
5 BY MR. ABRAMS:
6 Q. Ma'am, let me ask you this: We agreed that
7 Sichuan Singlida indirectly owns more than 20 percent
8 of the economic interest of XLD Group LLC, right?
9 A. XLD Sichuan Singlida is the parent company,
10 yes, but indirectly, yes.
11 Q. Right. So it says -- let me ask you this:
12 In the first clause where it says "business concern
13 or entity" you see that, right?
14 A. Uh-huh (affirmative).
15 Q. Do you see that?
16 A. Yes.
17 Q. Okay. And so you understand that business
18 concern or entity refers to the applicant, refers to
19 XLD Group LLC, right?
20 A. Yes.
21 Q. Okay. And then you see a couple lines down,
22 it says, "not less than 20 percent of the economic
23 interest of the business concern or entity." Do you
24 see that?
25 A. Yes.

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ID #:409

JIAQI ZHANG

Q. Okay. S o you understand that's talking about

ownership of XLD Group LLC, correct?

A. Yeah.

Q. Okay. So the certification is saying that

there's no P R C company that owns more than 20 percent

of the economic interest of XLD Group LLC, right?

A. No.

Q. Doesn't mean that to you?

A. No, that's not what I see from this phrase.

Q. As you sit here today, that's not your

interpretation of this language, correct?

A. What's that? Can you repeat again?

Q. As we sit here today, you're confident that

this language is not referring to the ownership of

the applicant? It's not referring to entities that

own the applicant, correct?

A. Correct.

Q. Okay. And if it were referring to that, then

-- 1f it were referring to the ownership of the

applicant, then you couldn't have honestly initialed

that, right?

A. Can you say it again?

Q. I said if this language is referring to the

24 ownership of the applicant, of the ownership of the

25 XLD Group LLC, then you could not have honestly

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ID #:410

JIAQI ZHANG

certified to this representation, correct?

A. It's talking about whether XLD owns a company

in China.

Q. All right. But assuming for the sake of

discussion, and I know you interpret this language

differently, but assuming that it's referring to the

ownership of XLD Group LLC, and not what is owned by

XLD Group LLC, then you would not have been able to

accurately certify to this representation, correct?

A. Well, I don't -- I don't -- I don't know why

-- why -- what do you mean?

Q. You're not able to understand my question,

ma'am?

A. I think your question's like -- I don't

understand.

Q. You don't understand. Well, let me ask you

this, ma'am. How old were you when you started

reading English?

A. Sixteen.

Q. Sixteen? And would you say you have good

English comprehension skills?

A. For basics, yes.

Q. For basic? What would you say your

24 comprehension skills are good enough to understand

25 this entire application?

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ID #:411

JIAQI ZHANG

1 A. Well, I don't think so, I have, like, how do
2 you define that? Yeah. I thought I did.
3 Q. Well, I'm asking you what you think now. Do
4 you think that -- as we sit here today, do you think
5 your English skills are good enough to understand
6 this application form?
7 A. I -- I already said, like, what I understand.
8 I --
9 Q. All right. And I'm asking you if you believe
10 that your English skills are good enough to
11 understand this form?
12 A. I thought I did, I thought I understand this.
13 Q. Okay. Well, as we sit here today, do you
14 think that you understand this?
15 A. Yes.
16 Q. Okay. So the answer's yes, so you do think
17 your English is good enough to understand this form?
18 A. I think I understand it, but I feel like
19 you're saying like I didn't.
20 Q. Well, I'm asking you, ma'am, okay? I'm
21 asking you if your English -- if your English
22 skills -- as we sit here today, if you believe your
23 English skills are good enough to understand this
24 form? It's a simple yes or no question.
25 A. Yes.

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ID #:412

JIAQI ZHANG

1 Q. Okay. And you believe the same thing when
2 you completed the form in 2021, right?
3 A. Yeah, I understood the language like as I
4 told you already.
5 Q. Okay. And there was no doubt in your mind
6 that your interpretation was correct, right?
7 A. What do you mean?
8 Q. Like when you completed the form --
9 A. Yeah.
10 Q. -- you were confident that your
11 interpretation of the form was correct?
12 A. Yeah.
13 Q. Okay. And -- but you saw this about the
14 People's Republic of China, right?
15 A. Huh?
16 Q. Yes?
17 A. Can you say it again?
18 Q. You saw language about the People's Republic
19 of China, correct?
20 A. Yes. Yes.
21 Q. And you knew that the applicant XLD Group LLC
22 was connected in some way to the People's Republic of
23 China, right?
24 A. Well, it just talk about like XLD owns a
25 company in China, that's what I --

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ID #:413

JIAQI ZHANG

Q. Okay. So, yes, but my question is you knew

at the time that there was some kind of connection

between XLD Group LLC and the Chinese company, right?

A. Yeah, I did talking about whether XLD owns a

company in China.

Q. Okay. Well, that's not my question. My

question is at the time, you knew that there was a

connection between XLD Group LLC and a company in the

People's Republic of China? Did you -- you were

aware of that, right?

A. I'm aware there's the Republic -- yeah,

there's a connection.

Q. Okay. Now let me ask you this: Did you --

before completing this form, did you consult with

anyone?

A. With this form? This is -- no, this is just

like our team.

Q. Well, did you talk to anyone about the form

before you completed it and submitted it?

A. I submit this form specification.

Q. Does that mean yes or no, ma'am?

A. No.

Q. Okay. S o you didn't consult with anyone?

24 A. No, we -- no.

25 Q. Okay.

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ID #:414

JIAQI ZHANG

1 A. It's just our team, like, when we get some
2 numbers.
3 Q. Well, when you talk about a team, who is on
4 the team?
5 A. Our accountant, our in-house accountant that
6 prepared the numbers in a financial supporting
7 documents.
8 Q. Okay. And what's that person's name?
9 A. Jack Chen, J-a-c-k, last name C-h-e-n.
10 Q. Okay. Anyone else?
11 A. No.
12 Q. Okay. And you say you discussed the numbers
13 with him, did you discuss this form with him in any
14 way?
15 MS. MOON: Which part?
16 THE WITNESS: It's -- we needed to, like,
17 prepare, like, some numbers, and so we discussed this
18 application, but --
19 BY MR. ABRAMS:
20 Q. Let me ask you this: Did you discuss this
21 part about the People's Republic of China with him?
22 A. No, I think I understand it's like -- I can
23 finish this form by myself.
24 Q. Okay. Well, let me ask you this: On the
25 first page you see where it says to -- well, actually

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ID #:415

JIAQI ZHANG

1 hold on a second before I get into that, let me ask
2 you this:
3 So you actually filled out more than one of
4 these forms, right? You filled out one for XLD Group
5 LLC and one for XLD Century LLC, right?
6 A. Yes.
7 Q. All right, hold on a second. Let me get the
8 one for XLD Century.
9 MS. MOON: Do you have a question pending?
10 Can we take a break?
11 MR. ABRAMS: Now's a fine time to take a
12 break. How long do you need?
13 MS. MOON: Ten minutes.
14 MR. ABRAMS: I mean if you want to take a ten
15 minute break, that's fine with me. We'll resume at
16 2:07 p.m. Eastern time which is -- I don't know what
17 that is.
18 MS. MOON: Eleven.
19 MR. ABRAMS: 11:07, 11:07 Pacific time, okay?
20 MS. MOON: Okay. We'll talk to you later.
21 (Whereupon a short break was taken.)
22 BY MR. ABRAMS:
23 Q. All right, ma'am, now that you've had a ten
24 minute break and a chance to confer with your
25 counsel, is there any testimony you've given that you

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JIAQI ZHANG

1 want to correct or change in any way?
2 A. No.
Ww
3 Q.
DR. ay.
Oka y. So and
and I c a n
an't 't remember - -- y o
remember ou know,
1
4
ay before we
before we move
move o n,
, just
I Ju st want to
want to confirm.
confirm. So

5 Exhibit 2, t h a t '
Exhibit hat's s document that
a document that you
you completed
completed 8H
and
6 submitted 1n
submitted in order
order to
to get
get second
second draw
draw Paycheck
Paycheck
7 Protection Program
Protection Program m o n i
monies; es; is that
1s that c o r r e c
orrect? t?

8 A. ah.
Yea h. s.
Yes .

9 Q. Okay. On behalf of XLD Group LLC?
10 A. Yes.
11 Q. Okay. So I'm going -- I guess I'll e-mail
12 you the similar form for XLD Century.
13 (Whereupon Plaintiff's Exhibit 2, PPP
14 Application for XLD Group, LLC was marked for
15 identification.)
16 MR. ABRAMS: So, Attorney Moon, do you want
17 me to e-mail that to you?
18 MS. MOON: Okay.
19 MR. ABRAMS: I mean I can screen share it,
20 but it seems like you're not --
21 MS. MOON: Because the exhibit -- I think
22 it's the same other than the numbers, and you're not
23 going to ask about numbers. So I think it's the
24 same, just share screen.
25 MR. ABRAMS: Okay, I will try.

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JIAQI ZHANG

1 BY MR. ABRAMS:
2 Q. So I'm going to show you -- hold on.
3 Okay. So do you see the document, ma'am?
4 A. Yes.
5 Q. Okay. And it's a four page document. Do you
6 want me to scroll through it, so you can see it all?
7 MS. MOON: Just show us the portion where
8 you're going to ask questions on 'cause, you know,
9 you can't really --
10 MR. ABRAMS: Well, I have a question about
11 the entire document.
12 MS. MOON: Okay.
13 BY MR. ABRAMS:
14 Q. So the
the question
question i s
s this
his:: s this
Is this the
the 1H
form
15 that
that you
you completed
completed and
and submitted
submitted in
in order
order to
to get
et

16 econd
seco nd draw Paycheck
draw Paycheck P r o t e c t i
otection on Program monies
Program monies for
17 XLD Century
XT.D Century LIC?
LLC?
18 A. s.
Yes h

19 Q. Okay. And you signed this form
20 electronically?
21 A. Yes.
22 Q. And you signed the other form electronically,
23 the one we talked about be a minute ago?
24 A. Well, I -- yes, I signed it through their
25 online portal, but I don't recall, like -- I tried

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JIAQI ZHANG

1 looking for the signed copy, but I couldn't find it.
2 You know, I you don't -- I don't recall whether I
3 signed or not.
4 Q. Okay. Well, you submitted it through their
5 online portal, right?
6 A. Yeah.
7 Q. And that asked for some kind of electronic
8 signature or confirmation or something like this,
9 correct?
10 A. No.
11 Q. It didn't?
12 A. No.
13 Q. So you're testifying -- let's just make sure
14 I understand this. You applied for second-round PPP
15 monies on behalf of XLD Century LLC and XLD Group
16 LLC, correct?
17 A. Can you repeat again?
18 Q. You applied for -- I'm going to say PPP
19 instead of Paycheck Protection Program. You applied
20 for PPP monies for XLD Century LLC and XLD Group LLC,
21 correct?
22 A. Yeah.
23 Q. Okay. You're looking at your attorney, and
24 I'm going to admonish you if you don't know how to
25 answer a question, your attorney's not allowed to

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ID #:419

JIAQI ZHANG

1 help you in any way, do you understand that?
2 A. I can look whatever direction I want to.
3 Q. Okay. All right. You know, look, I'm going
4 to ask that you turn the camera so that I can see
5 both of you. Would you please do that?
6 MR. ABRAMS: Because the thing is this:
7 Ms. Moon, you know perfectly well that if she looks
8 for you for help, you can't help her?
9 MS. MOON: Excuse me.
10 MR. ABRAMS: I'm just saying that.
11 MS. MOON: Harass her and make her -- be rude
12 like this. You do a better job, counsel. That's
13 ridiculous for you -- just because she turned her
14 head toward me, for you to go to this length, it's
15 rude.
16 MR. ABRAMS: All right.
17 BY MR. ABRAMS:
18 Q. So, ma'am, you applied for second-round PPP
19 relief for XLD Century LLC and XLD Group LLC; is that
20 right?
21 A. Yes.
22 Q. Okay. And you did that online, correct?
23 A. Yes.
24 Q. And you completed forms online to do that,
25 correct?

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JIAQI ZHANG

1 A. Yes.
2 Q. All right. And you're saying that -- you
3 deny that the system required you to provide any kind
4 of electronic signature for these forms, is what
5 you're testifying to?
6 A. Well, I don't recall whether I signed or not
7 'cause I tried to looking for signed copies, and I
8 couldn't find it.
9 Q. Okay. So the answer is you don't remember;
10 is that right?
11 A. Yeah, I don't remember.
12 Q. Okay. But if the bank were to testify that
13 you had to electronically sign the documents in order
14 to get the money, you wouldn't dispute that, would
15 you?
16 A. Sure, yeah.
17 Q. You would dispute it?
18 A. Well, I don't remember if I signed it or not.
19 Q. Okay. I'm just asking you if the bank -- if
20 a representative of the bank were to testify that you
21 had to actually electronically sign the documents in
22 order to get the money, would you dispute that
23 testimony?
24 A. I don't remember.
25 Q. You don't -- so you're saying -- you said you

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JIAQI ZHANG

1 don't know if you would or you wouldn't?
2 MS. MOON: Can you just move on from this?
3 What point are you going to make? I mean --
4 BY MR. ABRAMS:
5 Q. Are you able to answer my question, ma'am?
6 A. I think that -- well, see like -- it's like
7 really depends if -- it really depends like whether
8 they have my signed pages or not, right?
9 Q. Well, do you see at the bottom of this form,
10 ma'am, it says "Signature of Authorized Person", and
11 then it's printed. Your name is printed there, do
12 you see that?
13 A. Uh-huh (affirmative).
14 Q. Do you see that, ma'am?
15 A. Yes, yes.
16 Q. Okay. So do you know how those words got
17 there on that form?
18 A. I don't recall.
19 Q. You don't know. Let me ask you this: So the
20 same set of questions about this form as the other in
21 terms of initialing it and so on. If I ask you those
22 questions for this form that it did for the previous
23 exhibit, would you give the same answers?
24 A. Can you say again?
25 Q. Do you recall I asked you a set of questions

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ID #:422

JIAQI ZHANG

1 about Exhibit
about Exhibit 2 that
that the
the application
application form
form for
for XI}
XLD
N YH
2 Group L L
Group LC,C, do you
do you remember
remember that
that s e
et t of question}
questions?
3 A .. s,
Yes , es.
yes .

4 Q. ay.
Oka y. And i ff I were
And were to
to a s
sk you the
k you the same
same s d
et
5 of questions
questions about
about this
this form,
form, would
would you
you give
give the
the sail}
same
6 et
se t of answers?
answers?
7 A .. Yes.
Yes

8 Q. Okay. And in particular, on page -- on the
9 -- do you see the certification?
10 A. Yes.
11 Q. For -- that relates to the People's Republic
12 of China?
13 A. Uh-huh (affirmative). You mean the second
14 paragraph?
15 Q. Yep, on page four, do you see that?
16 A. Yes.
17 Q. Okay. And so as we sit here today, you're
18 confident that what that means is the applicant can't
19 have a subsidiary which operates or is registered in
20 the People's Republic of China, correct?
21 A. Yes.
22 Q. Okay. And that's what you believed at the
23 time?
24 A. Uh-huh (affirmative).
25 Q. Yes?

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JIAQI ZHANG

1 A. Right.
2 Q. And there's no doubt if your mind about that
3 fact?
4 A. No.
5 Q. None?
6 A. No, I -- I understand that there's -- yeah,
7 we're not applied -- that those are not applied to
8 us.
9 Q. Okay. Now, let me ask you this: You aren't
10 -- did you ever try to conceal from the lender the
11 fact that either of these defendants, either of these
12 entities were ultimately owned by an entity in the
13 People's Republic of China?
14 A. No.
15 Q. Okay. Let me ask you this: Let's go back to
16 Exhibit 2.
17 MS. MOON: The application form you mean
18 for --
19 MR. ABRAMS: Yeah, there's two XLD the XLD
20 Group application form. Hold on a second, I need to
21 pull it up myself.
22 BY MR. ABRAMS:
23 Q. ay.
Oka y. So you s e
O you ee on page
e on page o ne,
e, it s a y
1t ays, s, "List
"Lis t

24 a l ll owners
owners of 20 percent
percent or more
more of the
the equity
equity of the
the
25 plicant"?
applican t"?

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ID #:424

JIAQI ZHANG

1 MS. MOON:
MS MOON: 'm s o r r
I'm rry, y, where?
where?

2 MR. ABRAMS:
MR. ABRAMS: On page
On page one
one of Exhibit
Exhibit 2, t h a t '
hat's s

3 the application
the application form
form f o
or r XLD Group
XID Group L L
LC.C.

4 THE W I T N E
THE ITNESS: SS: ah.
Yea h.

5 BY MR.
BY MR. ABRAMS:
ABRAMS:
6 Q. O k ay.
y. You s e
You ee it says
e 1t says to
to l i s t
ist a l l
ll owners
owners of
7 20 percent
percent or m o re,
e, ight?
right ?

8 A. Uh-huh ( a f f i r m a t i
Uh-huh (affirmative). ve).

9 Q. And you
And you s e
ee it s a y
e 1t ays s your n a m
your ame, e, and 1t
and it s a y
ays s

10 that you
that you own
own a 1 0
00 0 ercent.
percen t. Do you
you s e
ee e that?
that?

11 A. ah.
Yea h. Yes.
Yes.

12 Q.
0. at's
That 's never been
never been t r u e
rue, , has i t ?
has it?
13 A. I on't
don' t -- idn't
—— I d i d n ' t ill t h i s
fill his form,
form, l i k e
ike t h i s
this
14 form comes
form comes o u
ut t --- t h i s
— this form
form comes
comes o u t
out, , it's l i k e
it's like
15 electronically.
ectronically.

16 Q. A l ll r i g h t
ight. . So y o u '
ou're re aying
sayi ng you d o n
you n't't know
know

17 who put
who put that
that information
information i n
n? ?

18 A. ell,
Wel l, n't
I don 't -- on't
——- I d o n 't now.
kno w.

19 Q. ay.
Oka y. s there
Is there anyone
anyone with
with XLD
XLD Group
Group who
who w as
s

20 involved in
involved in completing
completing the
the applications
applications with
with the
the
21 computer f o
computer or r econd-round
second-ro und PP?
PP P?

22 A. et's
Let' s just
Ju st -- old
—-—- I t o l d ou,
yo u, just
Ju st me and
me and my
my
23 ccountant.
account ant.

24 Q. And your
And your what?
what?
25 A. Our accountant
Our accountant i n - h o u
n-house se Jack C h en,
Jack n, believe
I believe

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ID #:425

JIAQI ZHANG

1 gave the
I gave the name
name e a r l i e
arlier. r.

2 Q. O k ay.
y. So you
you did
did more
more than
than c o n s
onsult ult with him,
with him,
3 he a c t u a l
he ctually ly completed the
completed the form
form o n l i n
nline? e?

4 A. completed the
I completed the f o r
orm, m, and I need
and need the
the numbers
numbers
5 upporting,
supporti ng, and we were
and were J u
justst work together
work together through
through
6 the whole
the whole program.
program.
7 Q. O k ay.
y. But did
But did he
he a c c e
cess s the computer
the computer s y s t
ystem em

8 to complete
to complete the
the application
application form
form f o
or r second-round PPP
second-round PPP
9 at a l ll?
?

10 A. D oes it matter?
e s 1t matter?
11 Q. Ma'am,
Ma'a m, are you
are you able
able to
to answer
answer my
my q u e s t i o
uestion? n?

12 A. would j u s t
I would just, , ike,
like , go through
go through the
the
13 application f o r
application orm, m, and Jack
and Jack w i lll -- ike h e '
—- l i k e e'ss

14 esponsible
responsi ble or
fo r the n u m b e
the umbers. rs.

15 Q. Okay.
y. My question,
My uestion, ma'am,
am, did --
did - when you
when you
16 completed the
completed the application
application form,
form, you
you did
did i tt from
from aa
17 computer, correct?
computer, correct?
18 A.
A. Y es.
.

19 Q. And that
And that computer
computer i s
s located
located at the
the o f f i c
ffice e of

20 XLD Group
XID Group LLC
LLC on
on F o o t h i
othill ll Boulevard, r i g h t
Boulevard, ight? ?

21 A. s.
Yes .

22 Q. And was
And was that
that the
the only
only computer
computer that
that was
was u s e
sed d

23 to apply
to apply f o
or r the second-round
the second-round PPP
PPP or were
were there
there other
other
24 computers involved
computers involved with
with that?
that?
25 A. ell,
Wel l, n't
I don 't remember, but
remember, but I think
think the
the

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ID #:426

JIAQI ZHANG

1 ection
secti on Jack helped
Jack helped me complete
complete t h i s
his, , and I f i n i s h
and inished ed

2 the r e s
the est t of i t .
t.
3 Q. O k ay.
y. So when
when you
you s a i
aid d he helped
he helped you
you
4 complete i t ,
complete t, was he
he standing
standing there
there and/or
and/or s i t t i n
ting g

5 there with
there with you
you while
while you
you f i l l e
illed d the information
the information i n
n? ?

6 A. s.
Yes .

7 Q. ay.
Oka y. So y o u '
ou're re both doing
both doing i tt t o g e t h
ogether; er; s
is

8 that r i g h t
that ight? ?

9 A.
A. Yes.
Yes .

10 Q. ay.
Oka y. So you
you s e
ee his
e thi s it about
bit about you
you owning
owning a
11 00
10 ercent,
0 perce nt, orrect?
correc t?

12 A. Y es.
.

13 Q. And t h a t '
And that's s never been
never been t r u e
true, , correct?
correc t?

14 A. at's
That 's ot.
not .

15 Q. Okay.
y. Do you
you know why
know why that
that information
information was
s

16 put 1n
put in 1f
if 1t
it was
was n o
ot t true?
true?

17 PD
A. I on't
don' t now.
kno w.

18 Q. D id
d you put
you put i tt in
in or did
did Jack
Jack put
put i tt i n
n? ?

19 BO
A. No.
No .

20 Q. 'm s o r r y
I'm sorry? ?

21 PO
A. o.
No . idn't.
We d i d n ' t .

22 Q. Neither of you
Neither you put
put i tt i n
n? ?

> 0 PO
23 A. No.
No .

24 Q. ay.
Oka y. Do you
you know
know how
how i tt g o
ot t there?
there?

25 A. I on't
TI d o n ' t now.
kno w.

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JIAQI ZHANG

1 Q. ay.
Oka y. And the
And the second
second line
line where
where i tt s a y
ays s "XLD
"XLD

2 Group N . A
Group A. . Real E s t a
Real tate te Development, I n c
Development, nc. . owner 95
owner

3 ercent,"
percen t," did you
did you put
put that
that i n ,
n, did
did Jack
Jack put
put that
that i n ,
n,
4 did someone
did someone e l s
lse e put that
put that i n
n? ?

5 A. dn't
We d i d n 't ill t h i
fill his s form --
form this form
—-- this form d o e s
oesn't n't

6 ook
loo k ike the
like the s a m
ame, e, so on't
o I don' t know how
know how this
this form
form
7 comes o u t
comes ut. . give them,
We give them, l i k e ,
ike, i n f o r m a t i o
nformation, n, and
and --- I
—

8 an't
can 't ee
se ike X I D
e like LD. . Yeah.
Yeah.

9 Q. 'm s o r r
I'm rry, y, when you
when you s a
ay give them
y we give them
10 nformation,
informatio n, o's
who 's the
the "them"?
"them "?

11 A. Me and
Me and J a c
ack. k.

12 Q. So you
you gave
gave information
information to
to you
you and
and Jack?
Jack?
13 MS. MOON:
MS MOON: H e ''s
s sking
aski ng you who
you who did
did you
you give
give
14 -- you s a i
—— you said d "I gave
"I gave them
them information".
information". e's
He' s sking
askin g

15 you who
you who 1s
is them?
them?

16 THE W I T N
THE ITNESS:ESS O h, the
the bank
bank PPP
PPP a p p l i c a t i
pplication. on.

17 BY MR.
BY MR. ABRAMS:
ABRAMS:
18 Q. O k ay.
y. So are
are you
you t e s t i f y i
estifying ng that the
that the bank
bank
19 completed t h i
completed his s art
par t of the
the form
form f o
or r ou?
you ?

20 A. The system.
The system. mean the
I mean the online
online system,
system, i tt
21 comes o u
comes ut t -- the form
—— the form i s
s like
ike n o
ot t the form
the form l i k
ike e with
with

22 you the
you the f i r s
irst t ime.
tim e. idn't
We d i d n 't ut
pu t ike I own
like own 1 0
00 0

23 percent owner
percent owner of XID
XLD G r o u
oup. p. Why would
Why would I ,, I ' m
'm n o
ott an
an

24 wner.
own er.

25 Q. ay.
Oka y. s 1t
Is it your
your testimony
testimony that
that you
you have
have no
no

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ID #:428

JIAQI ZHANG

1 idea where
idea where this
this information
information came
came from?
from?
2 A. have no
I have no idea
idea why
why t h i
his s come --
come his
—- t h i s

3 information showed
information showed l i k e
ike I own
own a 1 0
00 ercent,
0 perce nt, esn't
does n't

4 make s e n s
make ense, e, ight?
right ? You add
You add up
up a l ll the
the p e r c e n t a
ercentage, ge,

5 t's l i k e
it's ike -- it's
——- 1 t ' s ike way
like way o f ff.
.

6 Q. ay.
Oka y. But you
But you know
know that
that neither
neither you
you n o
or r Jack
Jack

7 put that
put that i n
n, , orrect?
correc t?

8 A. know the
We know the s t r u c t u r e
tructures, s, know the
we know the s h a r e
hares, s,

9 we know
we know the
the number
number o ff the
the s h a r e
hares, s, and we
and we know
know the
the
10 hareholders.
sharehold ers. at's
That 's the i n f o r m a t i
the nformation on we provide
we provide to
to
11 the online
the online - -- through
through the
the online
online p o r t a
ortal, l, but the
but the form
form
12 you saw
you saw and
and we
we saw
saw 1s
is l i k e
ike I d o n
on't 't know why
know why my
my name
name
13 is showing
1s showing as t i t l e
itle as o w n
wner,er, hat's
that' s -- hat's
—-- t h a t ' s the
the

14 thing, I d o n
thing, n't't now,
kno w, on't
I don 't know why
know why t h i
his s happened.
happened.

15 Q. Okay.
y. So that's
hat's not
ot information
information that
that you
you put
put

16 n, c o r r e c
in, orrect? t?

17 A. o.
No .

18 Q.
0. And you
And you d o n '
don't t know who
know who put
put that
that i n ,
in, c o r r e c
correct? t?

19 A. o,
No , II d o n '
don't t know.
kno w.

20 Q. ay.
Oka y. A l ll right.
right. So l e t '
et's s turn to
turn to --
—- i tt

21 ays,
say s, "XLD Group
"XLD Group N . A
N.A. . Real E s t a
Real tate te Development, I n c
Development, nc. .

22 owner 95 p e r c e n
owner ercent," t," ut
bu t w as that true
s that true at the
the time?
time?
23 A. ah.
Yea h.

24 Q. ay.
Oka y. And did
And did you
you p u
ut t that i n
that n? ?

25 A. ell,
Wel l, knew --
I knew you mean
—- you mean l i k e
ike I f i l l e
illed d n,
in,

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ID #:429

JIAQI ZHANG

1 ike
lik e in the
1n the form
form or what do
r what do you
you mean?
mean? 'm telling
I'm telling
2 you that
you that I know
know l i k e
ike thethe structure
structure 1 s
is. . I saw the
TI saw the
3 Group N . A
Group A. . owns 95 p e r c e
owns ercent, nt, and the
and the Grand
Grand Tripod
Tripod owns
owns
4 five p e r c e
five ercent, nt, hat's
that' s my u n d e r s t a n d
my nderstanding. i g. But why
But why t h i
his s

5 form comes
form comes o u
ut t ike
lik e his,
this , as
ha s four l i n e s
four ines, , on't
I don 't

6 nderstand,
understa nd, I on't
don' t now.
kno w.

7 Q. O k ay.
y. So you
you d o n
on't 't know how
know how this
this information
information
8 ot
go t into this
1nto this form
form t h i
his s w ay,
, orrect?
correc t?

9 A. o,
No , I on't
don' t now.
kno w.

10 Q. ay.
Oka y. And you
And you submitted
submitted this
this form,
form, though,
though,
11 orrect?
correc t?

12 A. Y es.
. submitted through
I submitted through the
the online
online p o r t a
portal. l.

13 Q. ay.
Oka y. And when
And when you
you submitted
submitted through
through the
the
14 online p o r t a
online ortal, l, did i tt give
did give you
you an
an opportunity
opportunity to
to
15 review everything
review everything that
that y o u '
ou're re about
about to
to submit
submit before
before

16 you c l i c
you lick k the button
the button to
to submit
submit 1 t
it? ?

17 A. N o.
.

18 Q.
0. o?
No ?

19 A. N o, n't
, I don 't remember c o m p l e t
remember ompletely, ely, o.
no .

20 Q. ay.
Oka y. et
Le t me a s
me sk you t h i s
k you his: : You s e
You ee it s a y
e 1t ays s

21 Jun Zhang
Jun Zhang --
—-

22 A. Uh-huh ( a f f i r m a t i
Uh-huh (affirmative). ve).

23 Q. -- 00
—— 1 0 ercent
0 perce nt wner.
own er. that true
Was that true at the
the
24 time?
time?

25 A. Y o u ''re
re going back
going back to
to -- Jun Zhang
—- Jun Zhang 1s
is my
my

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ID #:430

JIAQI ZHANG

1 ather,
fathe r, es,
yes , he owns
he owns the
the Sichuan
Sichuan S i n g l i d
nglida, a, but are
but are
2 you a s k i
you sking ng i ff he
he owns
owns 1 0
00 percent of XLD
0 percent XLD Group?
Group?
3 at's
That 's o.
no .

4 Q. ay.
Oka y. And, a g a i
And, ain, n, so this
this 1s
is n o
ot t information
information

5 that you
that you e i t h e
ither r ut
pu t in the
in the form
form or provided
provided to
to --
—-

6 A. o.
No .

7 Q. -- the b a n
—— the ank; k; is that
1s that c o r r e c
orrect? t?

8 A. N o, dn't.
, I didn' t. idn't
I didn 't put this
put this i n f o r m a t i
nformation. on.

9 Q. ay.
Oka y. And you
And you d o n
on't 't know where
know where i tt came
came from,
from,
10 orrect?
correc t?

11 A. o.
No .

12 Q. When I s a
When ay orrect
y corre ct and you
and you say
say n o
o, , that means
that means
13 ou're
you' re agreeing with
agreeing with m e, right?
right?
14 A. ay,
Oka y, dn't
I didn 't given t h i
given his s nformation.
informati on.

15 Q.
0. You d i d n '
You idn't t give i n f o r
give information,
mation, and
and you
you don't
on't

16 know where
know where i tt came
came f r o m
rom, , right?
right?

17 A. No, I d o n
o n't't -- n't
——- I d o n 't know where
know where itit came
came
18 from.
19 Q. Okay.
20 A. You know, the no and yes is like really just
21 a grammar thing, it's really different from Mandarin,
22 so...
23 Q. Okay. Well, let me ask you this: In -- at
24 York, was there English classes?
25 A. I'm sure the university has English lessons

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ID #:431

JIAQI ZHANG

1 class.
2 Q. Did you take English classes?
3 A. No.
4 Q. Did you take English classes in high school?
5 A. Yes.
6 Q. And how were your grades?
7 A. I think okay, average. I pass the extent.
8 Q. Okay. Let me ask you this: Turning to page
9 three, you see there's some bullet points at the top?
10 A. Uh-huh (affirmative).
11 Q. Does that mean yes?
12 A. Yes, yes, sorry.
13 Q. Okay. And you see the first bullet point, it
14 says, "I have read the statements included in this
15 form, and I understand them." Do you see that?
16 A. Yes.
17 Q. And did you read that at the time you
18 completed this form?
19 A. Yes.
20 Q. Okay. And then it says, "The applicant is
21 eligible to receive a loan under the rules in effect
22 at the time this application is submitted that it was
23 issued by the Small Business Administration and the
24 Department of the Treasury." Do you see that?
25 A. Yes.

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ID #:432

JIAQI ZHANG

1 Q. And did you read that at the time?
2 A. Did I what? Sorry.
3 Q. Did you read that at the time?
4 A. Yes.
5 Q. Okay. And did you do anything to look up any
6 of those regulations to make sure that XLD Group and
7 XLD Century were eligible?
8 A. No.
9 Q.
HO ay.
Oka y. All r i g h t
All ight. . Turning to
Turning to ENE
Exhibit 3. I
10 uess
gue s you need
you need me
me to
to screen
screen share
share that?
that?
11 MS. MOON:
MS MOON: Which o n e
Which ne. .

12 MR. ABRAMS:
MR. ABRAMS: Exhibit HII
Exhibit 3 is the XLD form for
13 Century.
14 MS. MOON: Okay. Just put it on the screen
15 then.
hen.

16 (Whereupon P l a i n t i f f
(Whereupon aintiff's 's Exhibit Z 3, PPP
Exhibit PPP
17 Application for
Application for XLD
XLD Century,
Century, L L
LC,C, was ml
was marked
18 or
fo r dentification.)
identificatio n.)

19 BY MR.
BY MR. ABRAMS:
ABRAMS:
20 Q.
0. ay.
Oka y. So you
you s e
ee e on the
on the fll
first page it says
21 your n a m
your ame, e, and then
and then i tt says
says owner?
owner?
22 MS. MOON:
MS MOON: Where?
Where? Where in
Where in the
the f i r s
irst t page.
pal

23 THE W I T N
THE ITNESS:ESS: The same
The same -- the same
—-- the same thing.
thing.
24 a | | MS. MOON:
MS MOON: The l i s t
The ist of f 20 percent
percent or more?
r moll

25 /

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ID #:433

JIAQI ZHANG

1 BY MR. ABRAMS:
2 Q.
HEE You
Youll see that, ma'am?
3 A.
vA. Y es.
.

4 Q.
0. And, a g a i
And, gain, n, that w a sn't
that n't rue,
true , right?
right?

|) 5 A. I on't
don' t --- this
— this one
one l i k e
ike n oot
t even havelll
even have a
6 number on
number on this
this o ne.
e. eally
I reall y on't
don 't know that.
know that.
7 Q. t's n o
It's ot t true --
true —-- at the
the time
time in
in 2 0 2
21,1, you
YB

8 were n o
were ot t an owner
an owner of XID
XLD Century
Century L L
LC,C, correct?
correct?

9 A. Still n o
Still not t an o w n e
an owner. r.

10 Q. ay,
Oka y, so that means
o that means v e s
yes? ?

11
11 A. What you
What you m e a
mean, n, the f a c t s
the acts? EEE No, I'm not an
12 owner.
13
13 Q. Okay.
Okay. I ''m asking at the
m asking the time
time y o u '
u're re not an
not an
14
14 owner,
owner, correct?
correct?

15
15 A. Correct,
rrect, that's
hat's correct.
or ect.

16 Q. ay.
Oka y. And, a g a i
And, ain, n, so you
you d o n
on't 't know where
know where
17
17 this information
this information came
came from
from saying
saying that
that you
you were
were an
an
18
1 owner,
owne r, correct?
correc t?

19 A. n't
I don 't now,
kno w, hat's
that' s correct.
correct.

20 Q. Okay. But you signed this form, right?
21 A. Well, I don't recall if I sign or not this
22 one.
23 Q. Okay. All right, I just want to change gears
24 for a minute. I guess I have another document. I
25 guess I'll e-mail it to you, it's quite lengthy. I

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ID #:434

JIAQI ZHANG

1 MS. MOON: It's hard to say is this similar
2 to the agreement that she had. Why don't you ask
3 that on the interrogatories, that's more appropriate.
4 BY MR. ABRAMS:
5 Q. All right. Well, let's put the question a
6 different way. You know what, let me ask you this,
7 ma'am. Hold on a second.
8 Let me ask you this, ma'am. So when you went
9 through the application process, it wasn't your
10 intention to conceal the fact that XLD Group and XLD
11 Century were ultimately owned by PRC entity; is that
12 right?
13 A. Of course, no.
14 Q. You're saying of course, it's right or of
15 course, it's not right?
16 A. No, it's not right.
17 Q. And so -- okay. So it was your intention to
18 conceal the fact that --
19 MS. MOON: Oh, (unintelligible).
20 BY MR. ABRAMS:
21 Q. -- XLD Century and XLD Group are ultimately
22 owned by PRC entity; is that what you're testifying
23 to?
24 A. Well, you're just misunder -- you're just,
25 like, misinterpreting this. I said no, I don't -- I

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ID #:435

JIAQI ZHANG

1 don't --
2 Q. Okay. Let me ask you this: I mean would it
3 help you if we got a Mandarin interpreter to help you
4 understand my questions, ma'am? But do you feel that
5 you're having difficulty understanding?
6 A. I understand. Do you have trouble to
7 understand me or --
8 MS. MOON: She said your questions -- she
9 said you're misunderstanding her. She said, of
10 course, no, but then why --
11 MR. ABRAMS: Ma'am, you're not allowed to do
12 this, okay? You're not allowed to answer for your
13 client. This is all being taken down, it's going to
14 come out at trial what you're --
15 MS. MOON: You're telling her she needs an
16 interpreter because she misunderstands your question.
17 She told you you're misunderstanding her answer. So
18 I'm just trying to straighten you out.
19 MR. ABRAMS: All right, ma'am, it's not your
20 job to straighten me out. You have a chance to cross
21 examine. You have a chance, at the end of this, to
22 clear up anything that you think needs to be cleared
23 up. It's not your turn to ask questions, ma'am. It
24 really isn't, and this is all going down, it's all
25 going to come out at trial.

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ID #:436

JIAQI ZHANG

1 BY MR. ABRAMS:
2 Q. Let me ask you this, ma'am. So just so we're
3 clear, you deny that you did anything -- you were
4 doing -- you had any intention of concealing the
5 ultimate PRC ownership of these two entities; is that
6 correct? Please just say yes or no.
7 A. Correct.
8 Q.
DR. ay.
Oka y. N ow,
w, t's true
it's true that
that in
in applying
applying f d
or
9 these l o a n
these oans, s, you communicate
you communicate —
--- the
the bank
bank was
was Umpqull
Umpqua
10 nk,
Ban k, right?
right?

11 A. Y es.
.

12 Q.. And yd.
And you communicated with them by e-mail; is
13 that right?
that right?
14 A. Y es.
.

15 Q. All r i g h t
All ight. . Hold on
Hold on a second.
econd.

16 All r i g h t
All ight. . 'm going
I'm going to
to displdlS
display what's being
17 marked as Exhibit
marked Exhibit 5.
18 (Whereupon P l a i n t i f f
(Whereupon aintiff's 's Exhibit HIE
Exhibit Z5, e-mail,
19 was marked
was marked for
for i d e n t i f i c a t i o
dentification.) n.)

20 BY MR.
BY MR. ABRAMS:
ABRAMS:
21 Q.. And I'm
And going to ask you if you recognize
' m HEE
22 this document?
this document?
23 A. Uh-huh (affirmative),
Uh-huh (affirmative), v e s
yes. .

24 Q. ay.
Oka y. And w h a tt's
And 's this document?
this document?
25 A.
BB. at's
That 's the e-mail
the e-mail I sent
sent to
to their
their lllPPP loan

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ID #:437

JIAQI ZHANG

1 thing underwriter
thing underwriter or
or -- eah.
—- y e a h.

2 Q.. And when
And when you
you say "thi
"they", you're referring to
3 Umpqua Bank?
Umpqua Bank?
4 A. Umpqua,
Umpqua I uh-huh (affirmative).
5 Q. s?
Yes ?

6 J. A. Yes.
7 Q. Okay. And are the contents of this e-mail
8 accurate and true?
9 A. Yes.
10 MS. MOON: What's the --
11 BY MR. ABRAMS:
12 Q. Okay. Well, let me ask you this, ma'am.
13 MS. MOON: Is there any other page or is this
14 it?
15 MR. ABRAMS: It's a one page document.
16 MS. MOON: Oh, okay.
17 BY MR. ABRAMS:
18 Q. So you see it says "Jun Zhang owns 100
19 percent of XLD Group N.A. Real Estate Development,
20 Inc."?
21 A. Uh-huh (affirmative).
22 Q. Yes?
23 A. Yes, yes.
24 Q. That's not true, is it?
25 A. Well, what do you mean that's not true?

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ID #:438

JIAQI ZHANG

1 Q. Well, didn't you testify earlier that XLD
2 Group N.A. Real Estate Development, Inc. is owned by
3 XLD Top? An entity called XLD Top?
4 A. Yeah.
5 Q. Okay. So that's not true, is it?
6 A. It is true.
7 Q. Okay. At the time was -- was Jun Zhang the
8 owner of a 100 percent of XLD Group N.A. Real Estate
9 Development, Inc.?
10 A. It's asking for personal information.
11 Q.
BB ay.
Oka y. ell,
Well , et's s e e
let's ee. . ell,
Well , you s e
you ee e in
11H the
rE

12 -- in the
—— in the blue
blue i s
s apparently
apparently the
the e-mail
e-mail you
you were
were
13 responding t o
responding o, , do you
do you s e
ee that?
e that?

14 A. Yeah.
Yea h.

15 Q.
. Okay.
Okay. And did you read that blue?
HIE

16 A.
A. Yes.
Yes .

17 Q.. Okay. And at the time you read that, what
Al
18 was 1n
was in the
the blue?
blue?
19 A. n't
I don 't remember.
remember.

20 Q. ell,
Wel l, you s e
you ee it s a y
e 1t ays, s, "If the
"If the ownership
ownership
21 structure involves
structure involves multiple
multiple layers
layers of c o r p o r a t i o
orporations, ns,

22 partnerships and/or
partnerships and/or t r u s
rust, t, lease
plea se provide a detailell
provide detailed
23 lineage of the
lineage the ownership
ownership until
until i tt arrives
arrives at the
the
24 beneficial owners."
beneficial owners." Do you
you s e
ee do you
e do you s e
ee that?
e thal

25 A. Uh-huh
Uh-huh (affirmative).
(affirmativ e).

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ID #:439

JIAQI ZHANG

r
1

22
Q.
Be

A ..
D oes

I
e s that

on't
don'
yes or
mean yes
that mean
t remember.
remember.
o?
r no ?

Like I f i n i s h e
Like inished d the whl
the whole
3 thing ' c a u
thing 'cause se I -- he's
—- s h e 's asking f o r
asking or, , ike,
like , personal
personal

4 contact information,
contact information, s e
ee home address
e a home address and
and phone
phone
5 numbers and
numbers and D OB, date
date of b i r t h
birth, , so just
o I jus t e-mail HB
e-mail her.
6 replied to
I replied to them
them in
in my
my e - m a
-mail. il.

7 Q.
0. You s e
You ee e it s a y
1t ays s if the
1f the owner
owner —
--- the
the ques
question
8 asked you
I asked you 1s
is t h i s
his: : Do you
you s e
ee that i tt s a y
e that ays, s, "If
"If

9
S the ownership
the ownership structure
structure involves
involves multiple
multiple layers
layers dB
of
10
10 orporations,
corporati ons, partnerships and/or
partnerships and/or t r u s t
rust, , please
plea se

11
11 provide a detailed
provide detailed lineage
lineage of the
the ownership
ownership until
until Ilit
12
12 arrives at
arrives t the beneficial
the beneficial o w n e r
wners." s." Do you
you s e
ee that?
e thath

13
13 A .. I on't
don' t remember, l i k e ,
remember, like, II read
read the
the whole
whole
14
14 thing ' c a u
thing 'cause se she asked
she asked me q u e s t i o
uestions, ns, just
I Ju st replied
replied

15
15 her questions
her questions in
in e-mail.
mail. Sometimes
Sometimes people have
people have 1likd@
like
16 signatures r i g h t
signatures ight, , ike,
like , banks in
banks in the
the s o u t
outh. h. And I
And

17
17 on't
don 't --
—— I ''m
m ot
no t sure i ff I go
sure go through
through the
the whole
whole
18
18 thing, but
thing, but I answered
answered -- just
—-- j u s t answered her
answered her questi
questions
19 to g i v e
to ive, , ike,
like , confirm the
confirm the contact
contact i n f o r m a t i
nformation. on.

20 Q.
0. All right.
All right. oes
Doe s that mean
that mean y e
yes s or n o
or no, , ma'am?
ma'dll

21 A.
A. an't
I can 't any --
any —— w e l ll,
, I ''m
m just
jus t like --
like he's
—- s h e '§

22 asking for
asking for l i k e
ike personal
personal information
information and
and date
date of
f

23 birth, and
birth, and I -- and I j u s
—- and just t give her
give her the
the home
home addi
address
24 and phone
and phone n u m b e
umbers. rs.

25 Q.. All right.
All right.IEEE.
What's the question that I just

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ID #:440

JIAQI ZHANG

1 asked y o
asked ou,u, am?
ma'a m?

Ww NY*+
v2 A.
A. What 1s
What is your
your q u e s t i o
uestion? n?

3 Q.. All right.
All right. you knoll
Do you know the question that I
4 just
Ju st asked of you?
asked you?
5 A. You a s k e
You sked d me a l o t
me ot o ff questions,
questions, and HB
and I'm
6 just,
Jus t, ike,
like , saying I ' m
saying 'm j u s
justt replying my
replying my e - m a
-mail. il.

7 Q. ay.
Oka y. et
Le t me try
me try a third
third t i m e
ime. . 'll
I'll ask the
8 question a third
question third t i m
ime. e.

9 A.
A. Maybe reask
Maybe reask the
the q u e s t i
uestion. on.

10 Q. ay.
Oka y. Do you
you s e
ee in the
e 1n the blue
blue where
where 1t
it sal}
says,
11 "If the
"If the ownership
ownership structure
structure involves
involves multiple
multiple layers
layers
12 of c o r p o r a t i
orporations, ons, partnerships and/or
partnerships and/or t r u s
rust, t, lease
plea se

13 provide a detailed
provide detailed lineage
lineage of the
the ownership
ownership until
until it
14 arrives at
arrives t the beneficial
the beneficial o w n e r
wners." s."

15 'm
I'm just
jus t sking
askin g i ff you
you see
ed those words on the
16 paper,
pape r, ma'am?
ma'a m?

17 A. I ee
se e i tt n o w
ow, , yes.
yedl

18 Q. ay.
Oka y. Are you
Are you t e s t i f y i
estifying ng that at the
that the time
time
19 you s e
vou entnt that e - m a
that -mail il you d i d n
you idn't 't ee
se that?
e that?

20 A. probably d i d n
I probably idn't 't go through
go through the
the whole
whole t h i n
hing. g.

21 I old y o u
told ou, , ike, she
like, she e - m a i l
-mailed ed me the
me the q u e s t i o
uestions, ns, and
and

22 just
I Ju st answered the
answered the q u e s t i o
uestions ns for the
for the personal
personal
23 nformation.
informati on. Like she
Like she asked
asked in
in the
the e - m a
mail.il.

24 Q. ay.
Oka y. So --
—- w e ll,
l, is 1t
1s it f a i
air r to say
to say that
that
25 when you
when you s e
ee things l i k e
e things ike t h i s
his, , you d o n
you on't 't ecessarily
necessa rily

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Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 86 of 147 Page
ID #:441

JIAQI ZHANG

1 read them
read them carefully?
carefully?
2
NN A. Probably.
Probably. Probably I d i d n
Probably idn't 't go through
go through the
the
3
w w h o lle,
e, ike,
like , the blue
the blue -- on't
—- I d o n 't remember, l i k e
remember, ike, ,

4 eally
reall y w e l ll,
, like from
like from n o
ow,w, eah.
yea h.

5 Q. Okay. And is it fair to say that with
6 Exhibit 2 and Exhibit 3, the application forms, that
7 you didn't read those very carefully either?
8 A. No, you can't -- you can't -- that's a
9 different thing. You can't say that.
10 Q. Okay. So your testimony is that those you
11 read very carefully; is that right?
12 A. Yes.
13 Q. Okay.
14 By the way is that true that your father
15 resides in Bradbury, California?
16 A. Yes.
17 Q. Okay. Didn't you testify earlier that he
18 spends time in multiple places?
19 A. He has some different companies, yes.
20 Q. Well, I'm not asking about his companies, I'm
21 asking about where he resides, where he spends most
22 of his time. Is it your testimony that he spends
23 most of his time in Bradbury, California?
24 A. Well, he travels a lot, so -- it's like --
25 Q. All right. Well, does he have any sort of

Challe, Fisher & Morfin 74
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Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 87 of 147 Page
ID #:442

JIAQI ZHANG

1 Q. And how long have you been the CFO?
2 A. Yeah, I don't remember exactly.
3 Q. Okay. And just so we're clear, CFO stands
4 for Chief Financial Officer, right?
5 A. Yes.
6 Q. Okay.
7 MR. ABRAMS: I need a break. I'm very close
8 the being done. I need a break of about fifteen
9 minutes, okay? So can we come back, we'll let's say
10 at 12:07, is that okay?
11 MS. MOON: 12:07 Pacific time.
12 MR. ABRAMS: Yes, that's fifteen minutes from
13 now.
14 MS. MOON: That's fine.
15 MR. ABRAMS: Okay.
16 (Whereupon a short break was taken.)
17 BY MR. ABRAMS:
18 Q. So, ma'am, is there any of your prior
19 testimony that you want to change or correct?
20 A. No.
21 Q. Okay. And we're very close to being done.
22 I'm going to show you what is Exhibit 6.
23 (Whereupon Plaintiff's Exhibit Z6,
24 Certificate of Completion, was marked for
25 identification.)

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Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 88 of 147 Page
ID #:443

JIAQI ZHANG

1 BY MR. ABRAMS:
2 Q. Can you see that?
3 A. Yes.
4 Q. Okay. And do you see that there's a -- like
5 a signature in, like, it would appear to be Chinese
6 characters on this document?
7 A. Yes.
8 Q. And whose signature is that?
9 A. Yeah, that's my signature.
10 Q. Okay. And do you under that this is a
11 document that's from Umpqua Bank?
12 A. Yes.
13 Q. Okay. So do you understand that this means,
14 at least according to Umpqua Bank, you signed the PPP
15 documents in 2021?
16 MS. MOON: It's a loan approval, it doesn't
17 say it's application.
18 THE WITNESS: It's a loan document.
19 BY MR. ABRAMS:
20 Q. All right, ma'am.
21 A. Yes.
22 Q. I'm just asking you so this -- well, let me
23 ask you this: Does this document refresh your
24 recollection as to whether you signed anything in
25 connection with the PPP loans we've been discussing?

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Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 89 of 147 Page
ID #:444

JIAQI ZHANG

A. Yeah, like I signed something from the photo,

but, yeah, I don't -- I don't remember, like, if it's

this one.

Q. Okay. S o you don't remember -- you know you

signed something, but you don't remember what it was,

is that what you're testifying to?

A. Yeah, I don't remember exactly like what

documents, you know, the signature page or -- but I

do. I did sign something.

Q. All right. And let me just make sure }

understand what you're saying, okay? Just kind

sum up your position.

If I understand you correctly, you're sav

that at the time you applied for these two second

draw PPP loans, you were aware that the two companiel§

that received the loans were ultimately owned by o f IB

P R C company --

A. Uh-huh (affirmative).

Q. -- however, the certification you initialed

that we discussed, you were confident that it applied

to subsidiaries of the applicant and not to parent

companies. Does that adequately summarize your

position?

24 A. Yeah, correct.

25 Q. Okay.

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Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 90 of 147 Page
ID #:445

JIAQI ZHANG

A. You know, the fact -- the fact is that our

companies are owned by Chinese entity is a public

information. You know, our company doesn't own any

Chinese companies. I heard of it, it was like in the

news media, it's all over the internet. You can find

it everywhere.

And our companies are California entities,

you know, with California employees. And what do we

do is, like, for their benefits and for the hotel,

like, which operates here. You know --

Q. And --

A. So any at the time of the acquisition,

there's a lot of places local government and local

officers and the mayor, the L.A. County and the

Chinese Council all came to our celebrations for the

hotel acquisitions. You can find us, like, in the

news also. It's not a -- it's like all public

information, so I'm not trying to hide anything.

Q. I see. And you're just as confident, as you

sit here today, of your interpretation of Exhibit 2

and Exhibit 3; is that right?

A. It's my understanding, yeah.

MS. MOON: Don't say Exhibit 2 or Exhibit 3,

24 just tell me -- you already asked this question many,

25 many times, but please, just specify what you're

Challe, Fisher & Morfin 81
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Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 91 of 147 Page
ID #:446

JIAQI ZHANG

PENALTY OF PERJURY

I do declare under penalty of perjury under

the laws of the State of California that the

foregoing is my deposition under oath; are the

questions asked of me and my answers thereof; that I

have read same and have made the necessary

corrections, additions or changes to my answers that

I deem necessary.

In witness whereof I subscribe my name on

this day of 13th,December , 2023.

JIAQI ZHANG

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Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 92 of 147 Page
ID #:447

CERTIFICATE OF REPORTER

I, YVONNE M. HARGROVE, a Certified Shorthand

Reporter of the State of California, do hereby

certify:

That I was present at the taking of the

deposition of JIAQI ZHANG, administered the oath to

her, and thereafter correctly took down in machine

shorthand all of the testimony given and proceedings

had;

That I thereafter caused my said shorthand

notes to be reduced to typewriting, and that the

foregoing transcript constitutes a full, true and

correct record of such testimony given and

proceedings had.

I further certify that I am not of counsel or

attorney for any of the parties, nor am I in any way

interested in the outcome of said cause.

IN WITNESS WHEREOF, I have hereunto

subscribed my signature on this 6th day of December,

2023.

24
YVONNE M. HARGROVE, CSR No. 3354
25 Certified Shorthand Reporter

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Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 93 of 147 Page
ID #:448

CORRECTIONS: JIAQUI (BECKY) ZHANG DEPOSITION TRANSCRIPT 12/1/23

Page 9, line 13: Please change “2000—2010" to “2010.”
Page 11, line 18: please delete “yeah” after “so | - - . "
WN Page 13, line 9: Please delete “states” after “Real Estate.”
Page 19, line 18: Please delete “In Canada.”
Page 30, line 1: please change “withdrew” to “went through.”

NOU»
Page 33, line 10: Please change “stations” to “statements.”
Page 35, line 15: Please change “host” to “hold.”
Page 35, line 22: Please change “or” to “of.”
Woo Page 42, line 4: Please change “I did” to “that was”
. Page 60, line 7: Please change “extent” to “exam.”
pd=O . Page 72, line 13: Please change “I don’t remember, like, | read the whole thing”
To “I don’t remember that, like, | read the whole thing.”
. Page 80, line 1: Please change “photo” to “computer.”

BB WN
. Page 81, line 1: Please change “the fact is that” to “the fact that.”
a . Page 81, line 12: Please change “So any at the time of the acquisition” to “So at
the time of the acquisition.”

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 94 of 147 Page
ID #:449

Exhibit F

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 95 of 147 Page
ID #:450 Program
Paycheck Protection OMB Control No.: 3245-0417
Second Draw Borrower Application Form Expiration Date: 7/31/2021

Check One:Limited Liability Company A o r Trader SEY ar o f Establishm
applicable applicable)
8/27/2013

usiness Legal Name NAICS Code
XLD Group LLC 721110

a Address (Street, City, State, Zip Code - No P.O. Box addresses Business TIN (EIN, SSN) Business Phone
allowed)
901014318 4087025813
3635 Fashion WayTorrance, Primary Contact Email Address
oot 3 Jiaqi Zhang beckyzhang@xldnagroup.com

q x 2.5 (or x 3.5 for NAICS [$2,000,000.00 130
Average Monthl 72 applicants) equals L o a n Number o f Employees
Payroll:
S y $883,283.00 Pp q
Request Amount (may not
(including affiliates,¢ if
licable: d 300
exceed $2,000,000): applicable; may not excee )
Payroll Costs;Rent / Mortgage Interest
Purpose o f the loan
(select all that
apply):

PPP First Draw SBA 33847871-05
L o a n Number:

Reduction in Gross Receipts o f at Least 2020 Quarter Annual Revenue Reference Quarter [Annual Revenue
2 5 % (Applicants for loans o f $150,000 o r | (e.g., 2 Q 2020): (e.g., 2 Q 2019):
less may leave blank but must provide
upon o r before seeking loan forgiveness Gross Receipts: $9,953,017.00 Gross Receipts $31,737,344.00
o r upon SBA request):

Applicant Ownership
List all owners o f 20% or more o f the equity o f the Applicant. Attach a separate sheet i f necessary.

I,Jiagqi Zhang Owner
| Ov100.000%
crs % [Tin
[*****8403 315 Deodar Ln
Bradbury, CA
91008

XLD Group N.A. Real Estate Owner 95.000%
Development Inc
Grand Tripod LLC Owner 5.000%

Jun Zhang Owner 100.000% [*****]1137 315 Deodor Ln
Bradbury, CA
91008

If questions (1), (2), (4), o r (5) are answered “ Y e s , ” the loan will n o t b e approved.

Question
1. Is the Applicant or any owner o f the Applicant presently suspended, debarred, proposed for debarment, declared ineligible,
voluntarily excluded from participation in this transaction by any Federal department or agency, or presently involved in any
bankruptcy?
2. Has the Applicant, any owner o f the Applicant, or any business owned or controlled by any o f them, ever obtained a direct or X
guaranteed loan from SBA or any other Federal agency that is (a) currently delinquent, or (b) has defaulted in the last 7 years and
caused a loss to the government?
3. Is the Applicant or any owner o f the Applicant an owner o f any other business, or have common management (including a
management agreement) with any other business? I f yes, list all such businesses (including their TINS if available) and describe the
relationship on a separate sheet identified as addendum A .
SBA Form 2483-SD (1/21) 1
XLD 001

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 96 of 147 Page
. Is the Applicant (if an individual) or any individual owning 20%ID #:451
or more o f the equity o f the Applicant presently incarcerated or, for
any felony, presently subject to an indictment, criminal information, arraignment, or other means by which formal criminal charges
are brought in any jurisdiction?

ia here to confirm your response to queshatgi JZ

. Within the last 5 years, for any felony involving fraud, bribery, embezzlement, or a false statement in a loan application or an
application for federal financial assistance, or within the last year, for any other felony, has the Applicant (if an individual) or any
owner o f the Applicant 1) been convicted; 2) pleaded guilty; 3) pleaded nolo contendere; or 4) commenced any form o f parole or
probation (including probation before judgment)?

Bia here to confirm your response to questing JZ

. Is the United States the principal place o f residence for all employees included in the Applicant’s payroll calculation above? X
7. Is the Applicant a franchise?
. Is the franchise listed in SBA’s Franchise Directory? I f yes, enter SBA Franchise Identifier Code here: SIE

SBA Form 2483-SD (1/21) 2 XLD 002

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 97 of 147 Page
ID #:452Program
Paycheck Protection
Second Draw Borrower Application Form
By Signing Below, Y o u Make the Following Representations, Authorizations, and Certifications

I certify that:

I have read the statements included in this form, including the Statements Required by Law and Executive Orders, and I understand them.

The Applicant is eligible to receive a loan under the rules in effect at the time this application is submitted that have been issued by the Small
Business Administration (SBA) and the Department o f the Treasury (Treasury) implementing Second Draw Paycheck Protection Program Loans
under Division A , Title I o f the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) and the Economic Aid to Hard-Hit Small
Businesses, Nonprofits, and Venues Act (the Paycheck Protection Program Rules).

The Applicant, together with its affiliates (if applicable), (1) is an independent contractor, self-employed individual, or sole proprietor with no
employees; (2) employs no more than 300 employees; or (3) i f NAICS 72, employs no more than 300 employees per physical location; (4) i f a
news organization that is majority owned or controlled by a NAICS code 511110 or 5151 business or a nonprofit public broadcasting entity with
a trade or business under NAICS code 511110 or 5151, employs no more than 300 employees per location.

I will comply, whenever applicable, with the civil rights and other limitations in this form.

All loan proceeds will be used only for business-related purposes as specified in the loan application and consistent with the Paycheck Protection
Program Rules including the prohibition on using loan proceeds for lobbying activities and expenditures. I f Applicant is a news organization
that became eligible for a loan under Section 317 o f the Economic Aid to Hard-Hit Small Businesses, Nonprofits, and Venues Act, proceeds o f
the loan will be used to support expenses at the component o f the business concern that produces or distributes locally focused or emergency
information.

I understand that SBA encourages the purchase, to the extent feasible, o f American-made equipment and products.

The Applicant is not engaged in any activity that is illegal under federal, state or local law.

For Applicants who are individuals: I authorize the SBA to request criminal record information about me from criminal justice agencies for the
purpose o f determining my eligibility for programs authorized by the Small Business Act, as amended.

The authorized representative o f the Applicant must certify in good faith to all o f the below by initialing next to each one:

JZ The Applicant was in operation on February 15, 2020, has not permanently closed, and was either an eligible self-employed individual, independent
contractor, or sole proprietorship with no employees, or had employees for whom it paid salaries and payroll taxes or paid independent
contractors, as reported on Form(s) 1099-MISC.

Current economic uncertainty makes this loan request necessary to support the ongoing operations o f the Applicant.

The Applicant has realized a reduction in gross receipts in excess o f 25% relative to the relevant comparison time period. For loans greater than
$150,000, Applicant has provided documentation to the lender substantiating the decline in gross receipts. For loans o f $150,000 or less,
Applicant will provide documentation substantiating the decline in gross receipts upon or before seeking loan forgiveness for the Second Draw
Paycheck Protection Program Loan or upon SBA request.

The Applicant received a First Draw Paycheck Protection Program Loan and, before the Second Draw Paycheck Protection Program Loan is
disbursed, will have used the full loan amount (including any increase) o f the First Draw Paycheck Protection Program Loan only for eligible
expenses.

The funds will be used to retain workers and maintain payroll; or make payments for mortgage interest, rent, utilities, covered operations
expenditures, covered property damage costs, covered supplier costs, and covered worker protection expenditures as specified under the
Paycheck Protection Program Rules; I understand that if the funds are knowingly used for unauthorized purposes, the federal government
may hold me legally liable, such as for charges o f fraud.

I understand that loan forgiveness will be provided for the sum o f documented payroll costs, covered mortgage interest payments, covered rent
payments, covered utilities, covered operations expenditures, covered property damage costs, covered supplier costs, and covered worker
protection expenditures, and not more than 40% o f the forgiven amount may be for non-payroll costs. I f required, the Applicant will provide
to the Lender and/or SBA documentation verifying the number o f full-time equivalent employees on the Applicant’s payroll as well as the
dollar amounts o f eligible expenses for the covered period following this loan.

The Applicant has not and will not receive another Second Draw Paycheck Protection Program Loan.

The Applicant has not and will not receive a Shuttered Venue Operator grant from SBA.

The President, the Vice President, the head o f an Executive department, or a Member o f Congress, or the spouse o f such person as determined
under applicable common law, does not directly or indirectly hold a controlling interest in the Applicant, with such terms having the meanings

SBA Form 2483-SD (1/21) 3 XLD 003

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 98 of 147 Page
ID #:453
provided in Section 322 o f the Economic Aid to Hard-Hit
Small Businesses, Nonprofits, and Venues Act.

JZ The Applicant is not an issuer, the securities o f which are listed on an exchange registered as a national securities exchange under section 6 o f
the Securities Exchange Act o f 1934 (15 U.S.C. 78f).

JZ The Applicant is not a business concern or entity (a) for which an entity created in or organized under the laws o f the People’s Republic o f China
or the Special Administrative Region o f Hong Kong, or that has significant operations in the People’s Republic o f China or the Special
Administrative Region o f Hong Kong, owns or holds, directly or indirectly, not less than 20 percent o f the economic interest o f the business
concern or entity, including as equity shares or a capital or profit interest in a limited liability company or partnership; or (b) that retains, as
a member o f the board o f directors o f the business concern, a person who is a resident o f the People’s Republic o f China.

JZ The Applicant is not required to submit a registration statement under section 2 o f the Foreign Agents Registration Act o f 1938 (22 U.S.C.
612).

JZ The Applicant is not a business concern or entity primarily engaged in political or lobbying activities, including any entity that is organized for
research or for engaging in advocacy in areas such as public policy or political strategy or otherwise describes itself as a think tank in any
public documents.

JZ I further certify that the information provided in this application and the information provided in all supporting documents and forms is true and
accurate in all material respects. I understand that knowingly making a false statement to obtain a guaranteedloan from SBA is punishable under
the law, including under 18 U.S.C. 1001 and 3571 by imprisonment o f not more than five years and/or a fine o f up to $250,000; under 15
U.S.C. 645 by imprisonment o f not more than two years and/or a fine o f not more than $5,000; and, i f submitted to a federally insured
institution, under 18 U.S.C. 1014 by imprisonment o f not more than thirty years and/or a fine o f not more than $1,000,000.

JZ I acknowledge that the Lender will confirm the eligible loan amount using required documents submitted. I understand, acknowledge, and agree
that the Lender can share any tax information that I have provided with SBA’s authorized representatives, including authorized representatives
o f the SBA Office o f Inspector General, for the purpose o f compliance with SBA Loan Program Requirements and all SBA reviews.

Signature o f Authorized Representative o f Applicant Date

JIAQI ZHANG

Print Name Title

SBA Form 2483-SD (1/21) 4 XLD 004

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 99 of 147 Page
ID #:454

Exhibit G

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 100 of 147 Page
ID #:455
Paycheck Protection Program OMB ControlNo.: 3245-0417
Second Draw Borrower Application Form ExpirationDate: 7/31/20

Check One:Limited Liability Company BA o r Tradenamfilaey Year o f Establishme
applicable) applicable)
8/27/2013

ny Business Legal —
Name
— |— NAICS Code —
XLD Century LLC 721110

Re Address (Street, City, State, Zip Code - No P.O. Box addresses Business TIN (EIN, SSN) Business Phone
allowed) PERE
001085982 4087025813
5855 W Century BlvdLos Angeles, Primary Contact Email Address —
ots Jiaqi Zhang beckyzhang@xldnagroup.com

~ X25 (or x 3.5 for NAICS [§2,000,000.00 | 00 opes 147
Average Monthly $2.509.803.00 72 applicants) equals Loan (including affiliates, if
Payroll: Request Amount (may not apolicable: mav n o: exceed 300):
exceed $2,000,000): Pp > may :
Payroll Costs;Rent / Mortgage Interest
Purpose o f the loan
(select all that
apply):

PPP First Draw S B A [2238487106
L o a n Number:

Reduction in Gross Receipts o f at Least 2020 Quarter Annual Revenue Reference Quarter [Annual Revenue
2 5 % (Applicants for loans o f $150,000 o r | (e.g., 2Q 2020): (e.g., 2Q 2019):
less may leave blank but must provide
upon o r before seeking loan forgiveness Gross Receipts: $24,303,915.00 Gross Receipts $76,601,678.00
o r upon SBA request):

Applicant Ownership
List all owners o f 20% or more o f the equity o f the Applicant. Attach a separate sheet i f necessary.

I,Jiaql Zhang Owner
| Ovcrship
%
7 [TT
AAE%8403 315 Deodar Ln
Bradbury, CA
91008

If questions (1), (2), (4), o r (5) are answered “ Y e s , ” the loan will n o t b e approved.

Question
1. Is the Applicant or any owner o f the Applicant presently suspended, debarred, proposed for debarment, declared ineligible, X
voluntarily excluded from participation in this transaction by any Federal department or agency, or presently involved in any
bankruptcy?
2. Has the Applicant, any owner o f the Applicant, or any business owned or controlled by any o f them, ever obtained a direct or X
guaranteed loan from SBA or any other Federal agency that is (a) currently delinquent, or (b) has defaulted in the last 7 years and
caused a loss to the government?
3. Is the Applicant or any owner o f the Applicant an owner o f any other business, or have common management (including a X
management agreement) with any other business? If yes, list all such businesses (including their TINs i f available) and describe the
relationship on a separate sheet identified as addendum A .
4. Is the Applicant (if an individual) or any individual owning 20% or more o f the equity o f the Applicant presently incarcerated or, for X
any felony, presently subject to an indictment, criminal information, arraignment, or other means by which formal criminal charges
are brought in any jurisdiction?

Heese 1Z

GNGH2 550
SBA Form 2483-SD (1/21) 1

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 101 of 147 Page
5. Within the last 5 years, for any felony involving fraud, bribery, ID #:456 or a false statement in a loan application or an
embezzlement,
application for federal financial assistance, or within the last year, for any other felony, has the Applicant (if an individual) or any
owner o f the Applicant 1) been convicted; 2) pleaded guilty; 3) pleaded nolo contendere; or 4) commenced any form o f parole or
probation (including probation before judgment)?

Iitial here to confirm your response to questions JZ

6. Is the United States the principal place o f residence for all employees included in the Applicant’s payroll calculation above?
7. Is the Applicant a franchise?
8. Is the franchise listed in SBA’s Franchise Directory? I f yes, enter SBA Franchise Identifier Code here: SEs

GNGH2 551
SBA Form 2483-SD (1/21) 2

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 102 of 147 Page
ID #:457Program
Paycheck Protection
Second Draw Borrower Application Form
By Signing Below, You Make the Following Representations, Authorizations, and Certifications

I certify that:

eo | have read the statements included in this form, including the Statements Required by Law and Executive Orders, and I understand them.

e The Applicant is eligible to receive a loan under the rules in effect at the time this application 1s submitted that have been issued by the Small
Business Administration (SBA) and the Department o f the Treasury (Treasury) implementing Second Draw Paycheck Protection Program Loans
under Division A , Title I o f the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) and the Economic Aid to Hard-Hit Small
Businesses, Nonprofits, and Venues Act (the Paycheck Protection Program Rules).

eo The Applicant, together with its affiliates (if applicable), (1) is an independent contractor, self-employed individual, or sole proprietor with no
employees; (2) employs no more than 300 employees; or (3) if NAICS 72, employs no more than 300 employees per physical location; (4) i f a
news organization that is majority owned or controlled by a NAICS code 511110 or 5151 business or a nonprofit public broadcasting entity with
a trade or business under NAICS code 511110 or 5151, employs no more than 300 employees per location.

eo [will comply, whenever applicable, with the civil rights and other limitations in this form.

eo All loan proceeds will be used only for business-related purposes as specified in the loan application and consistent with the Paycheck Protection
Program Rules including the prohibition on using loan proceeds for lobbying activities and expenditures. I f Applicant is a news organization
that became eligible for a loan under Section 317 o f the Economic Aid to Hard-Hit Small Businesses, Nonprofits, and Venues Act, proceeds o f
the loan will be used to support expenses at the component o f the business concern that produces or distributes locally focused or emergency
information.

eo [understand that SBA encourages the purchase, to the extent feasible, o f American-made equipment and products.

eo The Applicant is not engaged in any activity that is illegal under federal, state or local law.

The authorized representative o f the Applicant must certify in good faith to all o f the below by initialing next to each one:

JZ. The Applicant was in operation on February 15, 2020, has not permanently closed, and was either an eligible self-employed individual, independent
contractor, or sole proprietorship with no employees, or had employees for whom it paid salaries and payroll taxes or paid independent
contractors, as reported on Form(s) 1099-MISC.

JZ Current economic uncertainty makes this loan request necessary to support the ongoing operations o f the Applicant.

JZ The Applicant has realized a reduction in gross receipts in excess o f 25% relative to the relevant comparison time period. For loans greater than
$150,000, Applicant has provided documentation to the lender substantiating the decline in gross receipts. For loans o f $150,000 or less,
Applicant will provide documentation substantiating the decline in gross receipts upon or before seeking loan forgiveness for the Second Draw
Paycheck Protection Program Loan or upon SBA request.

JZ The Applicant received a First Draw Paycheck Protection Program Loan and, before the Second Draw Paycheck Protection Program Loan is
disbursed, will have used the full loan amount (including any increase) o f the First Draw Paycheck Protection Program Loan only for eligible
expenses.

JZ The funds will be used to retain workers and maintain payroll; or make payments for mortgage interest, rent, utilities, covered operations
expenditures, covered property damage costs, covered supplier costs, and covered worker protection expenditures as specified under the
Paycheck Protection Program Rules; I understand that if the funds are knowingly used for unauthorized purposes, the federal government
may hold me legally liable, such as for charges o f fraud.

JZ I understand that loan forgiveness will be provided for the sum o f documented payroll costs, covered mortgage interest payments, covered rent
payments, covered utilities, covered operations expenditures, covered property damage costs, covered supplier costs, and covered worker
protection expenditures, and not more than 40% o f the forgiven amount may be for non-payroll costs. I f required, the Applicant will provide
to the Lender and/or SBA documentation verifying the number o f full-time equivalent employees on the Applicant’s payroll as well as the
dollar amounts o f eligible expenses for the covered period following this loan.

JZ The Applicant has not and will not receive another Second Draw Paycheck Protection Program Loan.

JZ The Applicant has not and will not receive a Shuttered Venue Operator grant from SBA.

JZ. The President, the Vice President, the head o f an Executive department, or a Member o f Congress, or the spouse o f such person as determined
under applicable common law, does not directly or indirectly hold a controlling interest in the Applicant, with such terms having the meanings

GNGH2 552
SBA Form 2483-SD (1/21) 3

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 103 of 147 Page
ID #:458
provided in Section 322 o f the Economic Aid to Hard-Hit
Small Businesses, Nonprofits, and Venues Act.

JZ The Applicant is not required to submit a registration statement under section 2 o f the Foreign Agents Registration Act o f 1938 (22 U.S.C.
612).

JIAQI ZHANG ok

Signature o f Authorized Representative o f Applicant Date

JIAQI ZHANG

Print Name Title

GNGH2 553
SBA Form 2483-SD (1/21) 4

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 104 of 147 Page
ID #:459

Exhibit H

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 105 of 147 Page
ID #:460

From: Becky Zhang
To: Amanda Jay
Subject: Re: XLD Group LLC - Second Draw Loan
Date: Monday, April 5, 2021 2:28:43 PM
Attachments: image002.png
ITIN - Zhang Jun.pdf

[External Email]
Hi Amanda,

Please provide the individual owners (Beneficial Owners) of the listed Principal-Business, XLD
Group N.A. Real Estate Development Inc., that owns 95% interest in XLD Group LLC. Provide
the full names of the Beneficial Owners, full address, SSN's, and percentage of ownership in the
Principal-Business. Provide a statement if any of the individual Beneficial Owners have a prior
criminal record, if so, provide the violation, date, and final adjudication. Provide a statement if any
of the individual Beneficial Owners have a prior bankruptcy or are currently in bankruptcy, if so,
provide the type/chapter, date, and final determination. If the ownership structure involves
multiple layers of corporations, partnerships and/or trust please provide a detailed lineage of the
ownership until it arrives a t the Beneficial Owners (Individual(s)/ Person(s). The Beneficial
Owners have to be checked for prior/current criminal record(s) and prior/ current bankruptcy(s).
1. Individual owner of XLD Group N.A. Real Estate Development Inc:
Please find attached ITIN — Jun Zhang
2. Jun Zhang owns 100% of XLD Group N.A. Real Estate Development, Inc. He doesn’t have any
criminal record.
3. Contact info for Jun Zhang:

a. Home address: 315 Deodar Ln., Bradbury, CA 91008

b. Telephone: 626-716-5663

c. Email:;junzhang@xldnagroup.com

d. DOB: Feb 26, 1962
Please let me know if there's any further information you need. Thanks.

Becky Zhang
Vice President
XLD Group N.A.
Real Estate Development, Inc.

2700 E Foothill Blvd, Suite 305,
Pasadena, CA 91107
Cell: 626-716-5663
Tel: 626-803-5588

From: Amanda Jay <Amandalay@umpguabank.com>
Date: Monday, April 5, 2021 at 13:40
To: Becky Zhang <beckyzhang@XLDNAGROUP.COM>

GNGH2 375

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 106 of 147 Page
ID #:461

Exhibit I

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 107 of 147 Page
ID #:462

A UMPQUA
JOONB- AN: K
1/7/2022

RE: Your loan account ending in XXXXX5539
XLD Group LLC

Hello from Umpqua,

We have important information regarding your loan account.

What's happening
We received payment from the U.S. Small Business Administration (“SBA”) for your Paycheck
Protection Program (“PPP”) loan forgiveness of $2,012,547.95 (principal and interest), which will
be applied toward your above referenced SBA PPP loan.

If the payment fully satisfies your loan obligation, you will receive a notice to that effect and your
N o t e , s t a m p e d “ P a i d i n Full”, will b e u p l o a d e d to the P P P L o a n Portal for y o u r records.

If a balance remains on your PPP loan, you will receive a loan statement which will provide you
information about your monthly payment, due date and maturity date. Any remaining PPP loan
balance may be the result of the forgiven amount being less than your PPP loan amount or
other adjustments made by the SBA.

Notices regarding either the payoff or remaining balance of your PPP loan will be sent to the
mailing address we have o n file.

You may also choose to repay the full balance of the remaining principal and accrued interest at
any time without prepayment penalty.

If your original loan amount was $150,000 or less [except for those borrowers that together with
their affiliates received l o a n s of $ 2 million o r greater], you m u s t r e t a i n records r e l e v a n t to t h e
loan forgiveness application that prove compliance with the requirements of Section 7(a)(36)
and Section 7A of the Small Business Act—with respect to employment records, for the 4-year
period following submission of the loan forgiveness application, and with respect to other
records, for the 3-year period following submission of the loan forgiveness application.

If your original loan amount was greater than $150,000, you must retain all records relating to
your PPP loan for six years from the date the loan is forgiven or repaid in full.

THIS DOCUMENT IS A NOTICE OF PAYMENT ONLY. ISSUANCE OF THIS NOTICE
OF PAYMENT DOES NOT PROVIDE THE BORROWER WITH A RIGHT TO APPEAL
TO THE SBA OFFICE OF HEARINGS AND APPEALS.

We are here to help
If you have any questions or wish to pay the remaining balance in full, please contact
SBACares@umpguabank.com or call 833-898-0979 (option 9).

Umpqua Bank

www.umpquabank.com 1-866-4UMPQUA (1-866-486-7782)
MEMBER FDIC EQUAL HOUSING LENDER {& SBA PREFERRED LENDER
GNGH2 313

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 108 of 147 Page
ID #:463

Exhibit J

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 109 of 147 Page
ID #:464

A UMPQUA
JOONB- AN: K
12/16/2021

RE: Your loan account ending in XXXXX6622
XLD Century LLC

Hello from Umpqua,

We have important information regarding your loan account.

What's happening
We received payment from the U.S. Small Business Administration (“SBA”) for your Paycheck
Protection Program (“PPP”) loan forgiveness of $2,013,808.22 (principal and interest), which will
be applied toward your above referenced SBA PPP loan.

Notices regarding either the payoff or remaining balance of your PPP loan will be sent to the
mailing address we have o n file.

You may also choose to repay the full balance of the remaining principal and accrued interest at
any time without prepayment penalty.

If your original loan amount was greater than $150,000, you must retain all records relating to
your PPP loan for six years from the date the loan is forgiven or repaid in full.

THIS DOCUMENT IS A NOTICE OF PAYMENT ONLY. ISSUANCE OF THIS NOTICE
OF PAYMENT DOES NOT PROVIDE THE BORROWER WITH A RIGHT TO APPEAL
TO THE SBA OFFICE OF HEARINGS AND APPEALS.

We are here to help
If you have any questions or wish to pay the remaining balance in full, please contact
SBACares@umpguabank.com or call 833-898-0979 (option 9).

Umpqua Bank

www.umpquabank.com 1-866-4UMPQUA (1-866-486-7782)
MEMBER FDIC EQUAL HOUSING LENDER {& SBA PREFERRED LENDER
GNGH2 498

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ID #:465

Exhibit K

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 111 of 147 Page
ID #:466

SBA Procedural Notice

TO: All SBA Employees and Paycheck Protection CONTROL NO.: 5000-20091
Program Lenders
EFFECTIVE: February 8, 2021
SUBJECT: Second Updated Paycheck Protection
Program Lender Processing Fee Payment and 1502
Reporting Process

The purpose of this Notice is to update SBA Procedural Notice 5000-20036, effective July 13,
2020, which informs Paycheck Protection Program (PPP) Lenders of the reporting process
through which PPP Lenders will report on PPP loans and collect the processing fee on fully
disbursed loans that they are eligible to receive. This update addresses changes made by the
Economic Aid to Hard-Hit Small Businesses, Nonprofits, and Venues Act (P.L. 116-260),
including new First Draw PPP Loans and Second Draw PPP Loans.

What is the PPP processing fee that SBA will pay to Lenders?

For First Draw PPP Loans made before December 27, 2020, including authorized increases on
those First Draw PPP Loans,1 SBA will pay Lenders fees for processing the loans in the
following amounts:

Five (5) percent for loans of not more than $350,000;
Three (3) percent for loans of more than $350,000 and less than $2,000,000; and
One (1) percent for loans of at least $2,000,000.

For First Draw PPP Loans made on or after December 27, 2020, SBA will pay Lenders fees for
processing those loans in the loans in the following amounts:

Fifty (50) percent or $2,500, whichever is less, for loans of not more than $50,000;
Five (5) percent for loans of more than $50,000 and not more than $350,000;
Three (3) percent for loans of more than $350,000 and less than $2,000,000; and
One (1) percent for loans of at least $2,000,000.

1
See, SBA Procedural Notice 5000-20076, First Draw Paycheck Protection Program Loan
Increases After Enactment of the Economic Aid Act, issued on January 13, 2021, for specific
information regarding payment of processing fees on authorized loan increases.

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For Second Draw PPP Loans, SBA will pay Lenders fees for processing those loans in the
following amounts:

Fifty (50) percent or $2,500, whichever is less, for loans of not more than $50,000;
Five (5) percent for loans of more than $50,000 and not more than $350,000; and
Three (3) percent for loans above $350,000.

Under 15 U.S.C. § 636(a)(36)(P) and 15 U.S.C. § 636(a)(37)(L), all processing fees are based on
the balance of the PPP loan outstanding at the time of full disbursement of the loan.

How can Lenders request payment of PPP processing fees?

When a PPP Lender successfully reports to SBA that a First Draw PPP Loan or Second Draw
PPP Loan has been fully disbursed, SBA will initiate the process of paying the PPP processing
fee that the PPP Lender is eligible to receive. Lenders will use an SBA Form 1502 (1502 report)
to report fully disbursed loans to SBA (the process of which is outlined in this Notice below).

Additionally, in the Lender’s Fiscal Transfer Agent (FTA) Lender portal, the Lender must have
provided ACH credit information for an account owned by the Lender and must make a one-time
confirmation2 that all PPP loans for which the Lender will be requesting a processing fee have
been fully disbursed on the disbursement dates and in the loan amounts reported.

Upon receipt of a complete set of SBA Form 1502 data, SBA will:

Except for authorized increases on First Draw PPP Loans, confirm that no previous
request has been made for a processing fee on the loan, and no processing fee payment
has been made previously by SBA on the loan.
Confirm that the disbursed amount reported on the 1502 report matches the approval
amount in E-Tran.
Calculate the processing fee owed based on the final fully disbursed amount entered by
the Lender.
Submit the fee calculated by SBA to the Lender using the ACH credit information
provided by the Lender.

How do Lenders create an account (i.e., enroll) in the FTA ’ s Lender Portal?

Before Lenders can receive a PPP processing fee or begin monthly loan reporting, they must
establish a Lender portal account with the FTA to access the 1502 Dashboard.

Existing SBA Lenders with SBA Form 750 agreements will access the 1502 Dashboard with
their current FTA Lender portal account. Lenders must use separate 1502 reports for PPP

2
Pursuant to SBA Procedural Notice 5000-20076, by submitting a 1502 report on a First Draw
PPP Loan or a Second Draw PPP Loan on or after January 13, 2021, any Lender that submitted a
1502 report for a PPP loan before January 13, 2021 agrees to a revision to the one-time
confirmation previously made by the Lender.

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loans (including both First Draw PPP Loans and Second Draw PPP Loans) and regular
7(a) loans.

PPP Lenders who do not already have an account with the FTA can enroll by sending an email to
Enrollment@colsonservices.com that contains the following:
Name of Institution;
At least two of the following:
E-Tran Main Location ID (CAFS Location ID under which loans were
originated);
Oo One o f S B A ’ s PPP GP loan numbers; and
Colson Lender ID (if known);
Individual user contact information:
Name;
Oo Email address; and
Phone number.

Lender Service Providers: Lender Service Providers (LSPs) providing services for PPP
Lenders under a reviewed LSP agreement who do not already have an account with the FTA can
enroll by sending an email to Enrollment@colsonservices.com that contains the following:
Name of LSP;
LSP CAFS Partner ID;
Individual user contact information:
Oo Name;
Oo Email address; and
Oo Phone number;
For each bank partner, provide the information below:
Bank partner’s information:
0 Bank name;
0 E-Tran Main Location ID
One o f SBA’s PPP GP loan numbers;
Colson Lender ID (if known);
Bank Authorizing Official
Name;
O Email address; and
Phone number.

Upon receipt of a complete enrollment email, the FTA will send login credentials consisting of a
1502 Dashboard User ID and Access Code. The User ID and Access Code will be sent in
separate e-mails.

Once the Lender has successfully logged into its Lender portal account, the Lender must provide
the ACH credit information for the account where the Lender wishes to receive PPP processing
fees. The ACH credit information must be for an account owned by the Lender. SBA will not
make any payments to LSPs.

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A Lender portal user guide is available at https://colsonservices.bnymellon.com/_locale-
assets/pdf/1502-dashboard-user-guide.pdf. Questions on the enrollment process may be directed
to Colson Customer Service at 877-245-6159.

May Lenders or LSPs share login credentials for the FTA Lender Portal?
No. Login credentials for the 1502 Dashboard are issued at the individual user level and may not
be shared among users.

How do Lenders report to SBA on loans that are fully disbursed?
Lenders must report First Draw PPP Loans and Second Draw PPP Loans that have been fully
disbursed to SBA via SBA Form 1502 (1502 report). Lenders must electronically submit SBA
Form 1502 reporting information to the SBA within 10 calendar days after disbursement of a
PPP loan.3 Thereafter, Lenders must submit PPP loan information to SBA on a monthly basis.

SBA Form 1502 is a spreadsheet containing identifying information for each PPP loan. An SBA
Form 1502 spreadsheet is available at https://colsonservices.bnymellon.com/_locale-
assets/xls/sba-form-1502-blank-template.xlsx.

Lenders may submit the 1502 report to SBA using any of the following methods:

Email the 1502 spreadsheet to 1502@colsonservices.com;
eo Upload the 1502 spreadsheet (“e-File’) in 1502 Dashboard; or
Deliver the 1502 spreadsheet via Secure File Transfer Protocol (SFTP) Requires
additional enrollment. Lenders should email SFTPaccess@colsonservices.com for
additional instructions.

Lenders may batch multiple PPP loans in a single 1502 report, or Lenders may complete a 1502
report on an individual PPP loan basis. There is no limit on how frequently Lenders can submit
1502 reports.

Important: Lenders must use separate 1502 reports for PPP loans (including both First
Draw PPP Loans and Second Draw PPP Loans) and regular 7(a) loans.

After receiving the 1502 report, the FTA will notify the Lender of any errors through
1502 Dashboard exception reporting. Lenders should monitor the 1502 Dashboard daily. The
Lender will have until 5:00 p.m. Eastern on the second business day after submitting the 1502
report to correct any errors within the 1502 Dashboard. On the third business day after receiving
the 1502 report, and provided that the ACH information and one-time lender confirmation have
been entered, SBA will initiate the process for payment of the processing fee to the Lender.

How do Lenders report a PPP loan as fully disbursed on the 1502 report?
Lenders must submit a complete and accurate 1502 report. Each of the fields on the 1502 report
is described below:

3
If the tenth calendar day is a Saturday, Sunday, or legal holiday, the period continues to run
until the end of the next business day.

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SBA GP Number: The 10 digit numerical SBA assigned loan identification number. The
GP number is the key to identifying Paycheck Protection Program (PPP) loans on the
SBA s and the FTA s databases. If less than 10 digits are reported, the disbursement
information cannot be processed.
Lender Loan Number: The Lender's loan identification number; that is, the number the
Lender has assigned to the loan. This field is optional.
Next Installment Due Date: The date the borrower is scheduled to make its first
payment following the Program’s automatic deferment period. As a placeholder, this date
should be listed as sixteen months from the date of loan disbursement. After SBA
remittance of any partial forgiveness payment or SBA notice that no forgiveness is
allowed, the deferment period ends and the Lender must update this date to correspond to
the first payment due date the Lender provides to the borrower.
Status: Leave blank
Amount Disbursed this Period on Total Loan: The total amount disbursed on the loan.
PPP loans must be fully disbursed, and the amount reported in this field must match the
loan approval amount in SBA’s electronic system.
Amount Undisbursed on Total Loan: PPP loans must be fully disbursed. Enter $0.00.
Interest Rate: All PPP loans have an interest rate of 1 percent. Enter 1% or leave blank.
Guar. Portion Interest: Enter $0.00.
Guar. Portion Principal: Enter $0.00.
Total to FTA: Enter $0.00. There are no Guar. Portion Payments or SBA ongoing
servicing fees on PPP loans.
Interest Period From: Leave Blank.
Interest Period To: Report the date interest accrues from (e.g., one-time, full
disbursement date or first disbursement date, if applicable) in this column.
# of Days: Leave Blank.
Calendar Basis: Leave Blank.
Guar. Portion Closing Balance: The balance outstanding after the full disbursement.
This amount should be equal to the Amt Disbursed this Period on Total Loan. PPP loans
are 100% guaranteed by SBA and must be fully disbursed.
Remittance Penalty: Enter $0.00. There are no SBA Subsidy Recoupment Fees or Late
Penalties for PPP loans.
How do Lenders report authorized loan increases on First Draw PPP Loans on the 1502
report?

Lenders that make authorized increases on First Draw PPP Loans should report those increases
on the 1502 report by following the instructions in SBA Procedural Notice 5000-20076, First
Draw Paycheck Protection Program Loan Increases After Enactment of the Economic Aid Act,
issued on January 13, 2021.

How do Lenders report a PPP loan as cancelled in E-Tran Servicing?

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Lenders must request access to E-Tran Servicing in their https://caweb.sba.gov account (which is
different than the FTA Lender portal account) through the Lender’s authorizing official.

From E-Tran Servicing, search for the SBA loan number.

Once the loan number comes up, click on the cancel button at the top of the page. This will
cancel the loan and the loan guaranty. Questions on cancellations can be emailed to
7aQuestions@sba.gov.

How do Lenders report a PPP loan as voluntarily terminated and repaid after
disbursement on the 1502 report?
From E-Tran Servicing, search for the SBA loan number.

Once the loan number comes up, click on the voluntary termination button at the top of the page.
This will terminate the loan guaranty. Questions on voluntary termination can be emailed to: For
the Fresno Servicing Center: fsc.servicing@sba.gov; for the Little Rock Servicing Center:
lrsc.servicing@sba.gov.4

What confirmation must the Lender make before receiving PPP processing fees?
Lenders must make a one-time con firmation in the Lender’s FTA Lender portal before SBA will
disburse PPP processing fees to Lender. Lenders will confirm the following:

By checking the “I confirm” box below, the Lender is agreeing that for each SBA Form 1502
report submitted by Lender to request payment of First Draw Loan or Second Draw Loan
Paycheck Protection Program (PPP) processing fees, Lender confirms that:

(1) except for any First Draw Loan included in the report that has been or may be increased, (a)
all First Draw Loans and Second Draw Loans included in the report were fully disbursed to the
borrowers on the disbursement dates entered and in the loan amounts entered in the report, and
(b) Lender will make no further disbursements on the First Draw Loans and Second Draw Loans
included in the report;

(2) for any First Draw Loan included in the report that has been or may be increased, (a) Lender
approved the increase in accordance with PPP requirements, (b) Lender has fully disbursed the
increased amount to the borrower on the disbursement date entered and in the amount entered in
the report, and (c) Lender will make no further disbursement on the First Draw Loan;

(3) all information in the report is true and correct; and

(4) the report has been submitted by an authorized employee or agent of Lender acting within the
scope of Lender ’s authority and Lender acknowledges responsibility for all entries and
certifications made on its behalf.

4
The geographic coverage of the Fresno Servicing Center is SBA Regions 5, 6 (except for
Arkansas, Oklahoma and Texas) 7, 8, 9, and 10. The geographic coverage of the Little Rock
Servicing Center is SBA Regions 1, 2, 3, 4, and 6 (except New Mexico and Louisiana).

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When won’t a Lender receive a processing fee?
A Lender will not receive a processing fee:

Prior to full disbursement of the PPP loan; or
If the PPP loan is cancelled before disbursement; or
If the PPP loan is cancelled or voluntarily terminated and repaid after disbursement
(including if a borrower repays the PPP loan proceeds to conform to the borrower
certification regarding the necessity of the PPP loan request).5

How will SBA disburse the processing fee to Lenders?
SBA will make PPP processing fee payments to Lenders using the Demand Deposit Account
ACH information supplied by Lenders on the FTA website. SBA will make a payment for each
loan on an individual basis so that Lenders will be able to match the received payment with the
corresponding loan. Each disbursement will be made by ACH CCD+, and the addenda record
will use the structured layout that 1s available in the Downloads section o f the F T A ’ s website.
This structured layout includes payment details that Lenders can use for automating the posting
o f these payments to the Lender’s record system. For Lenders unable to automate the posting of
these payments, the record layout should be referenced to determine what the payment is for
when posting the payment manually.

Will SBA review the payment of Lender processing fees?
SBA may review the payment of Lender processing fees at the time of forgiveness purchase or at
any other time SBA deems appropriate. If SBA determines the fee was paid erroneously or in the
incorrect amount, Lender is responsible for repaying the fee to SBA.

Are Lender processing fees subject to claw back if a Lender has not fulfilled its obligations
under PPP regulations?

A lender is required to repay the processing fee to SBA if a lender is found guilty of an act of
fraud in connection with the PPP loan. In such case, the PPP loan is not eligible for a guaranty.

Is a Lender responsible for the actions of its Lender Service Provider (LSP)?
If the Lender authorizes an Agent or Lender Service Provider (as those terms are defined in 13
CFR § 103.1) to submit any information or make any entries or certifications on the Lender’s
behalf for any purpose through the 1502 Dashboard or through any other method of 1502
reporting, the Lender acknowledges that the Agent or LSP is acting within the scope of Lender’s
authority and Lender acknowledges responsibility for all information submitted and entries and
certifications made on its behalf.

5
If the Lender has received a processing fee on a loan that was cancelled or voluntarily
terminated and repaid after disbursement (including if a borrower repaid the PPP loan proceeds
to conform to the borrower’s certification regarding the necessity of the PPP loan request), SBA
will not require the Lender to repay the processing fee unless the Lender is found guilty of an act
of fraud in connection with the PPP loan.

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When a loan is sold, which Lender is responsible for 1502 reporting to SBA?
When a PPP Lender sells all of its interest in a PPP loan to another participating Lender, in bulk
or individually, SBA will send the processing fee to the originating PPP Lender.6 The Lender
making the disbursement is responsible for completing and submitting the initial 1502 report on
loan disbursement. The purchasing Lender will be the party responsible to SBA with respect to
all servicing actions, including monthly 1502 reporting and requests for loan forgiveness, and
will be the party eligible for the guaranty purchase of a PPP loan.

What are the ongoing reporting requirements for PPP loans?
Lenders must electronically submit SBA Form 1502 reporting information to the SBA within 10
calendar days after disbursement of a PPP loan. After submitting the initial SBA Form 1502
report, Lenders must submit PPP loan information to SBA on a monthly basis.

Lenders must provide monthly 1502 reports that include loan status information for their PPP
loans regardless of whether the borrower made a payment in the current month. (All PPP loans
are deferred.)7 Lenders must continue reporting on a loan until the Lender notifies SBA that the
loan has been paid in full.

After a Lender reports a loan as fully disbursed, the Lender must submit monthly PPP 1502
reports on or before the 15th of each month, or if the 15th is not a business day, on the next
business day after the 15th. Lenders must continue to use separate 1502 reports for PPP loans
(including both First Draw PPP Loans and Second Draw PPP Loans) and regular 7(a) loans. The
regular 7(a) loan 1502 report and payment due dates for calendar year 2021 remain unchanged,
as published in SBA Information Notice 5000-20066 issued December 4, 2020.

After a Lender receives a PPP forgiveness remittance from SBA, if no loan balance remains, the
Lender must report the PPP loan as paid in full on the next SBA Form 1502 report. If a loan
balance remains after a Lender receives a PPP forgiveness remittance from SBA, the Lender
must report the reduction in the loan balance for the forgiveness amount on the next SBA Form
1502 report and must service the remaining balance of the loan in accordance with PPP
requirements. The Lender must wait to receive the PPP forgiveness remittance from SBA before
submitting a 1502 report showing the PPP loan as paid in full or a balance reduction due to
forgiveness. Premature 1502 reporting of forgiveness will cause the Lender’s forgiveness
remittance from SBA, if any, to fail validation.

Note: A PPP loan should not be reported as “paid in full” simply because it has been transferred
to another Lender.

6
As discussed in SBA Procedural Notice 5000-20076, processing fees on authorized loan
increases will be paid to the originating PPP Lender.
7
The deferment period runs until (i) the date that SBA remits the forgiveness amount (or notifies
the Lender that the borrower is not eligible for forgiveness) or (ii) for a borrower that does not
submit a timely forgiveness application, 10 months after the end of the loan forgiveness covered
period.

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How do Lenders report a change in the maturity of a PPP loan?
For PPP loans made before June 5, 2020, the maturity is two years; however, borrowers and
Lenders may mutually agree to extend the maturity of such loans to five years. Lenders must
report any such change in the maturity of a PPP loan through E-Tran Servicing.

Questions
Questions concerning this Notice may be directed to the Lender Relations Specialist in the local
SBA Field Office.

Dianna L. Seaborn
Director
Office of Financial Assistance

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ID #:475

Exhibit L

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 121 of 147 Page
ID #:476

California Secretary of State
Business Programs Division
1500 11th Street, Sacramento, CA 95814

Request Type: Certified Copies Issuance Date: 12/14/2023
Entity Name: XLD GROUP N.A. REAL ESTATE Copies Requested: 1
DEVELOPMENT, INC. Receipt No.: 005744147
Formed In: CALIFORNIA Certificate No.: 165998236
Entity No.: 3579106
Entity Type: Stock Corporation - CA - General

Document Listing

Reference # Date Filed Filing Description Number of Pages
4059048-1 06/18/2013 Initial Filing 1
4059050-1 02/08/2022 Statement of Information 3
B1565-4156 03/07/2023 Statement of Information 2

** **** ****** ******** End of list ******** ****** **** **

I, SHIRLEY N. WEBER, PH.D., California Secretary of State, do hereby certify on the Issuance Date, the
attached document(s) referenced above are true and correct copies and were filed in this office on the
date(s) indicated above.

IN WITNESS WHEREOF, I execute this
certificate and affix the Great Seal of the
State of California on December 14, 2023.

SHIRLEY N. WEBER, PH.D.
Secretary of State

To verify the issuance of this Certificate, use the Certifcate No. above with the Secretary of
State Certification Verification Search available at bizfileOnline.sos.ca.gov.

Page 1 of 7

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 122 of 147 Page
ID #:477

Exhibit M

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 123 of 147 Page
ID #:478

California Secretary of State
Business Programs Division
1500 11th Street, Sacramento, CA 95814

Request Type: Certified Copies Issuance Date: 12/09/2023
Entity Name: GRAND TRIPOD LLC Copies Requested: 1
Formed In: CALIFORNIA Receipt No.: 005713688
Entity No.: 201713610072 Certificate No.: 164901322
Entity Type: Limited Liability Company - CA

Document Listing

Reference # Date Filed Filing Description Number of Pages
40005060-1 05/15/2017 Initial Filing 1
40005065-1 07/11/2017 Statement of Information 2
B1462-6216 02/01/2023 Statement of Information 2

** **** ****** ******** End of list ******** ****** **** **

IN WITNESS WHEREOF, I execute this
certificate and affix the Great Seal of the
State of California on December 09, 2023.

SHIRLEY N. WEBER, PH.D.
Secretary of State

To verify the issuance of this Certificate, use the Certifcate No. above with the Secretary of
State Certification Verification Search available at bizfileOnline.sos.ca.gov.

Page 1 of 6

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 124 of 147 Page
ID #:479

Exhibit N

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 125 of 147 Page
ID #:480

Yael Lerman, Esq.(California Bar # 281311)
ylmazar@gmail.com
6505 Wilshire Boulevard
Los Angeles CA 90048
Tel. 310-836-6140

David Abrams (admitted pro hac vice)
PO B o x 3353 Church Street Station
New York, NY 10008
Tel. 212-897-5821
dnabrams@wjlf.org

UNITED STATES DISTRICT COURT FOR

THE CENTRAL DISTRICT OF CALIFORNIA

) Case No.:. 2:22-cv-05514-SB(PVCx)
United States ex rel. GNGH?2 Inc. )
oo ) Plaintiff-Relator’s First Request for
Plaintiff, ) Admissions
)
VS. )
XLD CENTURY LLC and XLD )
GROUP LLC, )
Defendant(s) )

Pursuant to Rule 36 of the Federal Rules of Civil Procedure, Plaintiff-Relator requests

that Defendants admit, for purposes of the pending action only, the truth of the following

matters.

DEFINITIONS AND INSTRUCTIONS

Please use the following definitions and comply with the following instructions in

responding to this request for admissions.

25 Complaint ~~ The term "Complaint" refers to the Complaint in this matter.

Request for Admissions - 1

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 126 of 147 Page
ID #:481

Disaster Relief The term "Disaster Relief" refers to forgivable loans referred to in

Paragraph 13 of the Complaint.

Applicable Disaster Relief: The term "Applicable Disaster Relief" means the Disaster Relief

which concerns a particular Defendant. For Defendant XLLD Century LLC, the Applicable

Disaster Relief 1s the following:

Name Date Loan Number Amount Forgiven

XLD Century 3/30/2021 2613428708 $2,000,000 12/15/2021

For Defendant XLD Group LLC, the Applicable Disaster Relief 1s the following:

Name Date Loan Number Amount Forgiven

XLD Group 5/18/2021 2870209001 $2,000,000 1/6/2022

Form 2483-SD The term “Form 2483-SD” means any application form, whether in paper

or electronic form, used by either Defendant in this matter in connection with application for the

Applicable Disaster Relief

PRC Certification The term "PRC Certification" refers to any statement or certification

contained in Form 2483-SD which either states as follows or 1s substantially similar to the

following:

The Applicant 1s not a business concern or entity (a) for which an entity created in or
25 organized under the laws of the People’s Republic of China or the Special Administrative
Region of Hong Kong, or that has significant operations in the People’s Republic of
26 China or the Special Administrative Region of Hong Kong, owns or holds, directly or

Request for Admissions - 2

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 127 of 147 Page
ID #:482

indirectly, not less than 20 percent of the economic interest of the business concern or
entity, including as equity shares or a capital or profit interest in a limited liability
company or partnership; or (b) that retains, as a member of the board of directors of the
business concern, a person who is a resident of the People’s Republic of China.

Eligibility Certification: The term "Eligibility Certification” refers to any statement or

certification contained in Form 2483-SD which either states as follows or 1s substantially similar

to the following:

The Applicant 1s eligible to receive a loan under the rules in effect at the time this
application 1s submitted that have been 1ssued by the Small Business Administration
(SBA) and the Department of the Treasury (Treasury) implementing Second Draw
Paycheck Protection Program Loans under Division A, Title I of the Coronavirus Aid,
Relief, and Economic Security Act (CARES Act) and the Economic Aid to Hard-Hit
Small Businesses, Nonprofits, and Venues Act (the Paycheck Protection Program Rules).

S B A : The term " S B A " refers to the United States Small Business Administration.

Manifest Assent: To "Manifest Assent" means to initial, sign, check a box, or otherwise

explicitly manifest assent to or agreement with a statement whether done on paper or

electronically. An incorporated entity such as a corporation or limited liability company

manifests assent through an authorized representative.

Sign: To "sign" a document means to execute the document by any means, including physical

ink signatures, electronic signatures, or otherwise to Manifest Assent to the document and to

submit the document by any means, including physical transmission, internet transmission, Or

25 otherwise. An incorporated entity such as a corporation or limited liability company signs

26 through an authorized representative.

Request for Admissions - 3

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 128 of 147 Page
ID #:483

Requests for Admission

The document attached hereto is a true copy of a document produced and

distributed by the SBA.

The document attached hereto states that for second-draw PPP loans in excess of

$350,000, the SBA will pay processing fees of 3%.

In connection with the Disaster Relief, the SBA paid processing fees of 3%.

In connection with the Disaster Relief, the SBA paid processing fees of $60,000

(sixty thousand dollars) with respect to each of the two loans which comprise the

Disaster Relief.

Request for Admissions - 4

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 129 of 147 Page
ID #:484

Apart from any processing fees, the United States paid $2,000,000 (two million

dollars) in connection with the Applicable Disaster Relief of each Defendant.

The payments referred to in Request for Admission Number 5 would not have

been made had the Defendants not applied for and received the Disaster Relief.

In connection with the Applicable Disaster Relief, each Defendant in this matter

Signed Form 2483-SD.

For each Defendant in this matter, Form 2483-SD contained an Eligibility
25
Certification.
26

Request for Admissions - 5

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 130 of 147 Page
ID #:485

0. For each Defendant in this matter, Form 2483-SD contained a PRC Certification.

10. Each Defendant in this matter Signed Form 2483-SD in order to receive the

Applicable Disaster Relief.

11. Each Defendant in this matter would not have received the Applicable Disaster

Relief if 1t had not Signed Form 2483-SD as set forth in Request for Admission

Number 10.

Request for Admissions - 6

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 131 of 147 Page
ID #:486

12. Each Defendant in this matter had to Manifest Assent to a PRC Certification in

order to receive the Applicable Disaster Relief.

13. Each Defendant in this matter would not have received the Applicable Disaster

Relief had it not Manifested Assent to a PRC Certification.

14. For each Defendant, the applicable payment referred to in Request for Admission

Number 5 would not have been made if such Defendant had not Manifested

Assent to a PRC Certification.

Jus Vrs”
David Abrams, Attorney at Law
Attorney for Plaintiff-Relator
PO Box 3353 Church Street Station
New York, NY 10008
Tel. 212-897-5821
dnabrams@gmail.com
Dated: November 21, 2023
Delhi, New York
25

Request for Admissions - 7

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 132 of 147 Page
ID #:487

SBA Procedural Notice

What is the PPP processing fee that SBA will pay to Lenders?

For First Draw PPP Loans made before December 27, 2020, including authorized increases on
those First Draw PPP Loans,1 SBA will pay Lenders fees for processing the loans in the
following amounts:

Five (5) percent for loans of not more than $350,000;
Three (3) percent for loans of more than $350,000 and less than $2,000,000; and
One (1) percent for loans of at least $2,000,000.

For First Draw PPP Loans made on or after December 27, 2020, SBA will pay Lenders fees for
processing those loans in the loans in the following amounts:

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For Second Draw PPP Loans, SBA will pay Lenders fees for processing those loans in the
following amounts:

Under 15 U.S.C. § 636(a)(36)(P) and 15 U.S.C. § 636(a)(37)(L), all processing fees are based on
the balance of the PPP loan outstanding at the time of full disbursement of the loan.

How can Lenders request payment of PPP processing fees?

Upon receipt of a complete set of SBA Form 1502 data, SBA will:

How do Lenders create an account (i.e., enroll) in the FTA ’ s Lender Portal?

Before Lenders can receive a PPP processing fee or begin monthly loan reporting, they must
establish a Lender portal account with the FTA to access the 1502 Dashboard.

Existing SBA Lenders with SBA Form 750 agreements will access the 1502 Dashboard with
their current FTA Lender portal account. Lenders must use separate 1502 reports for PPP

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loans (including both First Draw PPP Loans and Second Draw PPP Loans) and regular
7(a) loans.

Upon receipt of a complete enrollment email, the FTA will send login credentials consisting of a
1502 Dashboard User ID and Access Code. The User ID and Access Code will be sent in
separate e-mails.

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A Lender portal user guide is available at https://colsonservices.bnymellon.com/_locale-
assets/pdf/1502-dashboard-user-guide.pdf. Questions on the enrollment process may be directed
to Colson Customer Service at 877-245-6159.

May Lenders or LSPs share login credentials for the FTA Lender Portal?
No. Login credentials for the 1502 Dashboard are issued at the individual user level and may not
be shared among users.

Lenders may submit the 1502 report to SBA using any of the following methods:

Important: Lenders must use separate 1502 reports for PPP loans (including both First
Draw PPP Loans and Second Draw PPP Loans) and regular 7(a) loans.

How do Lenders report a PPP loan as fully disbursed on the 1502 report?
Lenders must submit a complete and accurate 1502 report. Each of the fields on the 1502 report
is described below:

3
If the tenth calendar day is a Saturday, Sunday, or legal holiday, the period continues to run
until the end of the next business day.

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SBA GP Number: The 10 digit numerical SBA assigned loan identification number. The
GP number is the key to identifying Paycheck Protection Program (PPP) loans on the
SBA s and the FTA s databases. If less than 10 digits are reported, the disbursement
information cannot be processed.
Lender Loan Number: The Lender's loan identification number; that is, the number the
Lender has assigned to the loan. This field is optional.
Next Installment Due Date: The date the borrower is scheduled to make its first
payment following the Program’s automatic deferment period. As a placeholder, this date
should be listed as sixteen months from the date of loan disbursement. After SBA
remittance of any partial forgiveness payment or SBA notice that no forgiveness is
allowed, the deferment period ends and the Lender must update this date to correspond to
the first payment due date the Lender provides to the borrower.
Status: Leave blank
Amount Disbursed this Period on Total Loan: The total amount disbursed on the loan.
PPP loans must be fully disbursed, and the amount reported in this field must match the
loan approval amount in SBA’s electronic system.
Amount Undisbursed on Total Loan: PPP loans must be fully disbursed. Enter $0.00.
Interest Rate: All PPP loans have an interest rate of 1 percent. Enter 1% or leave blank.
Guar. Portion Interest: Enter $0.00.
Guar. Portion Principal: Enter $0.00.
Total to FTA: Enter $0.00. There are no Guar. Portion Payments or SBA ongoing
servicing fees on PPP loans.
Interest Period From: Leave Blank.
Interest Period To: Report the date interest accrues from (e.g., one-time, full
disbursement date or first disbursement date, if applicable) in this column.
# of Days: Leave Blank.
Calendar Basis: Leave Blank.
Guar. Portion Closing Balance: The balance outstanding after the full disbursement.
This amount should be equal to the Amt Disbursed this Period on Total Loan. PPP loans
are 100% guaranteed by SBA and must be fully disbursed.
Remittance Penalty: Enter $0.00. There are no SBA Subsidy Recoupment Fees or Late
Penalties for PPP loans.
How do Lenders report authorized loan increases on First Draw PPP Loans on the 1502
report?

How do Lenders report a PPP loan as cancelled in E-Tran Servicing?

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Lenders must request access to E-Tran Servicing in their https://caweb.sba.gov account (which is
different than the FTA Lender portal account) through the Lender’s authorizing official.

From E-Tran Servicing, search for the SBA loan number.

Once the loan number comes up, click on the cancel button at the top of the page. This will
cancel the loan and the loan guaranty. Questions on cancellations can be emailed to
7aQuestions@sba.gov.

How do Lenders report a PPP loan as voluntarily terminated and repaid after
disbursement on the 1502 report?
From E-Tran Servicing, search for the SBA loan number.

(3) all information in the report is true and correct; and

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When won’t a Lender receive a processing fee?
A Lender will not receive a processing fee:

Are Lender processing fees subject to claw back if a Lender has not fulfilled its obligations
under PPP regulations?

A lender is required to repay the processing fee to SBA if a lender is found guilty of an act of
fraud in connection with the PPP loan. In such case, the PPP loan is not eligible for a guaranty.

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When a loan is sold, which Lender is responsible for 1502 reporting to SBA?
When a PPP Lender sells all of its interest in a PPP loan to another participating Lender, in bulk
or individually, SBA will send the processing fee to the originating PPP Lender.6 The Lender
making the disbursement is responsible for completing and submitting the initial 1502 report on
loan disbursement. The purchasing Lender will be the party responsible to SBA with respect to
all servicing actions, including monthly 1502 reporting and requests for loan forgiveness, and
will be the party eligible for the guaranty purchase of a PPP loan.

Note: A PPP loan should not be reported as “paid in full” simply because it has been transferred
to another Lender.

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How do Lenders report a change in the maturity of a PPP loan?
For PPP loans made before June 5, 2020, the maturity is two years; however, borrowers and
Lenders may mutually agree to extend the maturity of such loans to five years. Lenders must
report any such change in the maturity of a PPP loan through E-Tran Servicing.

Questions
Questions concerning this Notice may be directed to the Lender Relations Specialist in the local
SBA Field Office.

Dianna L. Seaborn
Director
Office of Financial Assistance

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Exhibit O

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 142 of 147 Page
ID #:497

Dana Moon, Esq. (Bar N o . 185154)
wk(@moondorsett.com
ND
MOON & DORSETT, PC
WL
445 S. Figueroa Street, Suite 2900
Los Angeles, CA 90010
BA Telephone: (213) 380-1526

ur Attorneys for Defendants
XI.D CENTURY LLC; X1.D GROUP LLC
ON

oO UNITED STATES DISTRICT COURT

United States ex rel. GNGH2 Inc.,, ) Case No.: 2-22-cv-05514-SB (PVCx)
)
Plaintiff ) DEFENDANTS OBJECTIONS AND
’ ) RESPONSES TO PLAINTIFF-
a vs ) RELATOR’S FIRST SET OF
REQUESTS FOR ADMISSION
UBL,
XLD CENTURY LLC and XLLD )
SN GROUP LLC, )
1 Defendants. )
0
)
Defendants XI.D CENTRY LLC; XI.LD GROUP LLC (collectively “Defendants”)
hereby object and respond to Plaintiff-Relator GNGH2 Inc. (“Relator”)’s First Set o f

A a I
AG RE NNO RE NO TE AN I
Requests for Admission (“RFA”) as follows:

PRELIMINARY STATEMENT/GENERAIL OBJECTIONS

ur BA WLW DNDN =m, OO
The following Preliminary Statement/General Objections apply to and are
expressly made part o f Plaintiff's specific response to each RFA.

OTE \'S I 1. Defendants generally object to these RFAs, and to every definition and
J ON
instruction therein, to the extent that they seek to impose burdens greater than those
[J
co imposed by the FederalRules o f Civil Procedure, as reasonably interpreted and

Page 1 of 6
Defendants’ Objections and Responses to Relator’s First Set o f RFAs

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 143 of 147 Page
ID #:498

supplemented by local court rules.
ND
2. Defendants generally object to these RFAs, and the definitions and instructions
WL
therein, to the extent that they call for the disclosure o f any document or
BA
communication that 1s privileged, was prepared in anticipation o f litigation or for trial,
ur
and/or otherwise constitutes attorney work product or is immune from discovery.
ON
Inadvertent identification or production o f any such document or communication
~~
shall not constitute a waiver o f any privilege or protection with respect to the subject
oO
matter thereof or the information contained therein, and shall not waive the right o f
©
Plaintiff to object to the use o f any such document or communication (or the
OO
information contained therein) during this or any subsequent proceeding.
3. By making the accompanying responses and objections to Relator’s RFAs,
Dd, Defendants do not waive, and hereby expressly reserves, their right to assert any and
all objections as to the admissibility o f such responses into evidence in this action, or
a
in any other proceedings, on any and all grounds including, but not limited to,
UBL competency, relevancy, materiality, and privilege. Further, Defendants make the
NN
responses and objections herein without in any way implying that they consider
interrogatories and responses to be relevant or material to the subject matter
01 o f this action.
4. Defendants expressly reserve the right to supplement, clarify, revise, or correct
any or all o f the responses and objections herein, and to assert additional objections

A a I
AG RE NNO RE NO TE AN I
or privileges, in one or more subsequent supplemental response(s).
5. All responses are based on Defendants’ current knowledge and reasonable

ur BA WLW DNDN =m, OO
belief, and Defendants reserve the right to amend or supplement these Objections
and Responses.
SPECIFIC OBJECTIONS AND RESPONSES

OTE \'S I

JI ON RFA N O . 1
[J
co See General Objections. Further, Defendants object to this RFA to the extent

Page 2 o f 6
Defendants’ Objections and Responses to Relator’s First Set o f RFAs

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 144 of 147 Page
ID #:499

that the request is vague as to whom the document is distributed. Subject to and
ND without waiving these objections, Defendants answer as follows: Defendants lack
sufficient knowledge to admit or deny this RFA since the document was not
BAL distributed to Defendants.

ON RFA N O . 2

~~ See General Objections. Further, Defendants object to this RFA to the extent
oO that the request is vague as to whom the document is distributed. Subject to and

OO
sufficient knowledge to admit or deny this RFA since the document was not
distributed to Defendants.

RFA N O . 3
a See General Objections. Subject to and without waiving these objections,
UBL, Defendants answer as follows: Defendants lack sufficient knowledge to admit or deny

NN
this RFA since Defendants are not SBA or lenders.

RFA NO. 4
0

See General Objections. Subject to and without waiving these objections,
OO

I
Defendants answer as follows: Defendants lack sufficient knowledge to admit or deny
this RFA since Defendants are not SBA or lenders.

AG RE NNO RE NO TE AN I A a
RFA N O . 5

ur BA WLW DNDN =m,
See General Objections. Further, RFA is compound. Subject to and without
waiving these objections,Defendants answer as follows: Admit that SBA paid each
Defendant two million dollars under the PPP program.
OTE \'S I

J ON

RFA NO. 6
[J
co
See General Objections. Further, RFA is not complete in and o f itself; Calls for

Page 3 o f 6
Defendants’ Objections and Responses to Relator’s First Set o f RFAs

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 145 of 147 Page
ID #:500

speculation on the part o f Defendants; Vague and ambiguous. Subject to and without
ND waiving these objections,Defendants answer as follows: Admit that Defendants
applied for and received the PPP loan.
BAL

ur RFA N O . 7
ON See General Objections. Further, compound, disjunctive and conjunctive.
~~ Subject to and without waiving these objections,Defendants answer as follows:
oO Defendants lack sufficient knowledge to admit or deny this RFA since the signed

OO
there is no recollection o f specifically signing the forms.

RFA NO. 8
See General Objections. Further, compound, disjunctive and conjunctive.

a
Subject to and without waiving these objections,Defendants answer as follows:
Admit.
UBL,

SN
RFA N O . 9
1
See General Objections. Further, compound, disjunctive and conjunctive.
0
Subject to and without waiving these objections,Defendants answer as follows:
Admit.

A a I
AG RE NNO RE NO TE AN I
RFA NO. 10
See General Objections. Further, compound; Vague and ambiguous. Subject to

ur BA WLW DNDN =m, OO
and without waiving these objections,Defendants answer as follows: Defendants lack
sufficient knowledge to admit or deny this RFA since the signed forms cannot be
found despite Defendants’ effort to locate the signed forms, and there is no
OTE \'S I
recollection o f specifically signing the forms.
JI ON

[J
co

Page 4 o f 6
Defendants’ Objections and Responses to Relator’s First Set o f RFAs

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 146 of 147 Page
ID #:501

RFA N O . 11
ND See General Objections. Further, compound; vague and ambiguous; calls for
WL speculation on the part o f Defendants; Vague and ambiguous. Subject to and without
BA waiving these objections,Defendants answer as follows: Defendants lack sufficient
ur knowledge to admit or deny this RFA since the sighed forms cannot be found despite
ON Defendants’ effort to locate the signed forms, and there is no recollection o f

~~ specifically signing the forms.
oO

OO
See General Objections. Further, compound, vague and ambiguous. Subject to
and without waiving these objections,Defendants answer as follows: Admit that
Defendants initialed the applicable boxes prior to receiving the PPP relief funds.

a
RFA N O . 13
See General Objections. Further, vague and ambiguous; calls for speculation on
UBL,

the part o f Defendants. Subject to and without waiving these objections,Defendants
SN
answer as follows: Admit that Defendants initialed the applicable boxes prior to
1
receiving the PPP relief funds.
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OO
RFA N O . 14
I

See General Objections. Further, vague and ambiguous; calls for speculation on

AG RE NNO RE NO TE AN I A a
the part o f Defendants. Subject to and without waiving these objections,Defendants
answer as follows: Admit that Defendants initialed the applicable boxes prior to

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receiving the PPP relief funds.

Dated: December 18, 2023 MOON & DORSETT, PC
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1 ON By: ¢
Dana Moon Esq.
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co Attorneys for Defendants

Page 5 0 t 6
Defendants’ Objections and Responses to Relator’s First Set o f RFAs

Case 2:22-cv-05514-SB-PVC Document 65-3 Filed 04/01/24 Page 147 of 147 Page
ID #:502

ND
VERIFICATION
I, Jiagi Zhang, CFO o f Defendants, believes, based on reasonable inquiry, that
the foregoing answers are true and correct to the best o f my knowledge,information
BAL and belief. I verity under penalty o f perjury that the foregoingis true and correct.
ur Executed in Los Angeles, California, on Deg 18, 2023,
ON
Jiaqt Zhang
~~

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AG RE NNO RE NO TE A I

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co

Page 6 o f 6
Defendants’ Objections and Responses to Relator’s First Set o f RFAs

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Joint Appendix of Evidence — United States ex rel. GNGH2 v. XLD Century LLC (Dkt. 65-3, C.D. Cal.)

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