With strong founding partners providing a logical acquisition strategy, the Company anticipates growth through the implementation of its business plan. There are, however, factors that are sources of uncertainty, as outlined below.

NCVL carries on its business in China and as such, NCVL's results of operations, financial position, and prospects are subject to a significant degree to economic, political, social, and legal developments in China.

The Chinese economy differs from the economies of most developed countries in a number of respects, including:

its structure;
the level of government involvement;
the level of development;
the control of foreign exchange;
the allocation of resources.

Before its adoption of reform and open door policies beginning in 1978, China was primarily a planned economy. Since that time, the Chinese government has been reforming the economic system. Nonetheless, government policies relating to currency conversion, taxation, import restrictions, and the trading of imported goods, among others, continue to have a significant impact on the overall economy, as does the presence of the government as a market participant as well as the market regulator. Many of the policy changes initiated since 1978 are unprecedented in China and experimental in nature, and are frequently refined and readjusted. Political and social factors may also lead to further refinements and readjustments.

Any changes in (i) Chinese political, economic, or social conditions; or (ii) to the current laws and regulations or their interpretation may adversely affect NCVL's profitability and prospects. The Chinese government introduced macro-economic control measures in 2004 in order to try to control the rate of economic growth. Certain measures were put in place to restrict bank lending. There is no assurance that any of the macro-economic control measures already implemented and any that may be implemented in the future will not have an effect, whether direct or indirect, on the operations of NCVL.

Such macro-economic control measures may have a general adverse impact on the Chinese economy that would, in turn, likely have an adverse impact on NCVL.

The following risk factors are risks unique to China that investors should be aware of.

Repatriation of Profit and currency conversion
NCVL earns all of its revenues in RMB. Under current regulations, there is no restriction on foreign exchange conversion on the current account, although any foreign exchange transaction on the capital account is subject to prior approval from the State Administration of Industry and Commerce ("SAFE"). However, even on the current account the RMB is not a freely convertible currency. The Company may pay dividends or pay outstanding current account obligations in foreign exchange but must present the proper documentation to a designated foreign exchange bank in order to do so. There can be no assurance that the availability of foreign currency will be sufficient for the Company to pay dividends to investors or to satisfy other foreign currency obligations. There is also no guarantee that foreign exchange control policies will not be changed so as to require government approval to convert RMB into foreign currency on the current account. In addition, failure to obtain approval from SAFE for currency conversion on the capital account may affect NCVL's capital expenditure plans and its ability to expand in accordance with its wishes and objectives.

Shareholder's rights and enforcement of judgments
As a Chinese legal entity, the Company is subject to Chinese company law and regulations. Company law in general and, in particular, provisions for the protection of shareholder's rights and access to information are less developed than those applicable to companies in other countries. Substantially all of NCVL's assets are located in China. China does not have a treaty with United States providing for the reciprocal recognition and enforcement of judgments of courts and as such, recognition and enforcement in China of judgments of a Canadian court in relation to any matter not subject to a binding arbitration provision may be difficult or impossible. Although the rights of minority shareholders in the Company would be protected in United States, judgments rendered against the Company and/or the Subsidiaries would likely not be enforceable in China.

Legal system
The Chinese legal system is based on written statutes that are often incomplete or drafted ambiguously. Prior court decisions may be cited for reference, but have limited precedential value. There are a limited number of written decisions of the courts available in any event. The body of corporate law that has been developed in China is relatively new. Because of these factors, interpretation and enforcement of these laws involves uncertainties. In addition, many judges in China take a pragmatic view of the law and seek to resolve problems without necessarily enforcing the legal rights of aggrieved parties.

Protection of intellectual property rights
Intellectual property rights in China are still developing, and there are uncertainties involved in their protection and the enforcement of such protection. NCVL will need to pay special attention to protecting its intellectual property and trade secrets. Failure to do so could lead to the loss of a competitive advantage that could not be compensated by a damages award.

Permits and business licenses
The Company holds various permits, business licences, and approvals authorizing their operations and activities, which are subject to periodic review and reassessment by the Chinese authorities. Standards of compliance necessary to pass such reviews change from time to time and differ from jurisdiction to jurisdiction, leading to a degree of uncertainty. If renewals, or new permits, business licenses or approvals required in connection with existing or new facilities or activities, are not granted or are delayed, or if existing permits, business licenses or approvals are revoked or substantially modified, NCVL will suffer a material adverse effect. If new standards are applied to renewals or new applications, it could prove costly to NCVL to meet any new level of compliance.

Appropriation
Under Chinese law, land use rights can be revoked and the tenants forced to vacate at any time when re-development of the land is in the public interest. The public interest rationale is interpreted quite broadly and the process of land appropriation may be less than transparent.

Need for funds
The Company will require external capital to secure water supply contracts with municipalities and invest in new and/or improved water supply infrastructure; otherwise, the Company may not penetrate the market as quickly as anticipated. There can be no certainty that the Company can obtain these funds.

Competition
The Company faces intense competition from global competitors who provide similar services to municipalities in China. Many of the competing firms are well-established and possess financial capabilities that far exceed funding currently available to the Company. These competitors may materially affect the Company's ability to secure water supply contracts.

Financial Forecasts
The forecasts of NCVL are based on management's best estimates as to future results and the assumptions are drawn from its experience and demographics and statistics, however financial results may deviate materially from those outlined in the Business Plan.

Dependence on Water Supply
The Company's operating results depend to a large degree on the availability of water supply. If the markets serviced by the Company face a water shortage, the Company's operating results may be severely impacted.

Dependence on government mandated water tariffs
As the majority of the Company's revenue will be derived from water tariffs, NCVL's profitability is greatly impacted by the tariff rate set by local and regional governments in China. Such changes in tariffs may be beyond management's control.

Dependence on management
As an early stage company, NCVL is dependent on its small management team to execute the Business Plan. Loss of any member of the management team for any reason may negatively affect the Company's ability to execute its business plans.

Managing growth
The growth of NCVL's business will require significant investments of capital and management's close attention. The Company's ability to effectively manage our growth will require the Company to substantially expand the capabilities of administrative and operational resources and to attract, train, manage and retain qualified management, technicians and other personnel. The Company may be unable to do so. In addition, the Company's failure to successfully manage growth could result in sales not increasing commensurately with capital investments.