Forward Looking Statements

This summary (this Summary) (and any other information that may be provided by Perla Group International, Inc. (hereinafter Perla Group International, Perla or the Company) contains forward-looking statements, which involve risks and uncertainties (including the plans regarding the business of Perla). These forward-looking statements, which are usually accompanied by words such as may, might, will, should, could, intends, estimates, predicts, potential, continue, believes, anticipates, plans, expects, and similar expressions, relate to, without limitation, statements about Perlas market opportunities, strategy, projected potential revenue, and potential acquisitions. This Summary also contains forward-looking statements relating to estimates regarding Perlas projected business activity within the industry. These statements are only predictions. You should not place undue reliance on these forwardlooking statements, which apply only as of the date of this Summary. Perlas actual results could differ materially from those expressed in or implied from these forward-looking statements as a result of various factors. The Company does not guarantee future results, levels of activity, performance or achievements. The cautionary statements made in this Summary should be read as being applicable to all forward-looking statements wherever they appear in this Summary and to all other information provided.

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Any financial models contained herein or otherwise provided by or on behalf of Perla are based upon assumptions that the Company believes to be reasonable. However, there can be no assurance that actual events will correspond to the assumptions, and any projections should be viewed merely as financial possibilities based on the assumptions stated and not as a prediction or guarantee of future performance. The assumptions upon which these projections are based should be carefully reviewed by each prospective investor. Furthermore, any projections or conclusions regarding the present or future financial condition of the Company or its business, including projections regarding profitability, may be substantially adversely affected by future events or by any variances from the assumptions made by the Company. All financial information provided herein is unaudited. The Company is under no duty to update any of the forward-looking statements after the date of this Summary to conform them to actual results or to changes in our expectations. All representations, projections, estimates, or statements (either written, stated, or implied) of revenues, costs, specific performance, or other items listed in this Summary or during any discussions with Perla and its shareholders, officers, or employees are only projections. Perla makes no warranties to the success of this endeavor, either express or implied. OTHER NOTICES THE SECURITIES DESCRIBED HEREIN ARE OFFERED SUBJECT TO WITHDRAWAL, CANCELLATION OR MODIFICATION OF THE OFFERING BY THE COMPANY WITHOUT PRIOR NOTICE. OFFERS TO PURCHASE ARE SUBJECT TO: (I) ACCEPTANCE BY THE COMPANY; (II) COMPLETION OF THE ACCREDITED INVESTOR SUITABILITY QUESTIONNAIRE ATTACHED TO THIS SUMMARY; (III) EXECUTION BY THE INVESTOR OF THE SUBSCRIPTION AGREEMENT ACCOMPANYING THIS SUMMARY, AND (IV) SUCH OTHER CONDITIONS TO CLOSING SET FORTH IN SUCH SUBSCRIPTION AGREEMENT. PURCHASERS OF SECURITIES IN THIS OFFERING MUST HAVE SUCH KNOWLEDGE AND EXPERIENCE IN BUSINESS AND FINANCIAL MATTERS AS TO ENABLE THEM TO EVALUATE THE MERITS AND RISKS OF OWNING THE SECURITIES AND MUST BE ABLE TO BEAR THE ECONOMIC RISK OF SUCH INVESTMENT. EACH INVESTOR WILL BE REQUIRED TO MAKE CERTAIN REPRESENTATIONS TO THE COMPANY, INCLUDING (BUT NOT LIMITED TO) REPRESENTATIONS AS TO INVESTMENT INTENT, DEGREE OF SOPHISTICATION, ACCREDITED INVESTOR QUALIFICATION, ACCESS TO INFORMATION CONCERNING THE COMPANY AND ABILITY TO BEAR THE ECONOMIC RISK OF SUCH INVESTORS INVESTMENT FOR AN INDEFINITE PERIOD. IN MAKING A DECISION TO PARTICIPATE IN THE OFFERING, PROSPECTIVE INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE COMPANY AND THE TERMS OF THE OFFERING, INCLUDING THE RISKS INVOLVED. PROSPECTIVE INVESTORS ARE NOT TO CONSTRUE THE CONTENTS OF THIS SUMMARY AS LEGAL, TAX OR INVESTMENT ADVICE. EACH INVESTOR MUST CONSULT WITH HIS, HER, OR ITS OWN LEGAL COUNSEL, ACCOUNTANT AND INVESTMENT REPRESENTATIVE AS TO LEGAL, TAX AND RELATED MATTERS CONCERNING THE COMPANY OR AN INVESTMENT THEREIN. EACH PERSON RECEIVING THIS SUMMARY ACKNOWLEDGES THAT SUCH PERSON HAS BEEN AFFORDED AN OPPORTUNITY TO REQUEST AND REVIEW, AND HAS RECEIVED AND REVIEWED, ALL ADDITIONAL INFORMATION CONSIDERED BY SUCH PERSON TO BE NECESSARY TO VERIFY THE ACCURACY OR TO SUPPLEMENT THE INFORMATION CONTAINED HEREIN. THIS IS NOT AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY THE SECURITIES IN ANY JURISDICTION TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH AN OFFER OR SALE.

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Company Structure:
Perla Group International, Inc. (PERL.PK) is in the international military, police and security sectors. It was established with the vision of becoming one of the leading turnkey solutions developer and services provider. Perla Groups success is built on a combination of the trust, backing and support of top industry specialists and a talented teams unwavering commitment to service excellence. Perla Group International is headquartered in Ft. Lauderdale, Florida with regional offices in Dubai, UAE, and Kabul, Afghanistan. The Company has representative offices in Melbourne, Australia, and Lagos, Nigeria. Perla Group International offers products and services in aviation, telecom, armored vehicles and K-9 services in the burgeoning military, police and security sectors.

Symbol: Shares Outstanding: Estimated Public Float: Insider Ownership: Fiscal Year End: Free Trading:

PERL. 283,402,805 43,453,564 164,164,140 31 Dec 39,747,514

st

Perla Telecoms:
Has positioned itself to be a turnkey solutions developer and provider. It intends to remain independent in this regard, as to have the ability to work with the many leading services providers in the industry. From large Telcos to small SMEs, network integrators, military customers, and any other companies wanting a specialist solution or product.

Perla Armored Cars:

While this entity specializes in armored VIP Mercedes Benz, it also offers 4 x 4s, APCs, Cash in Transit, Buses and ATVs. The division has recently secured direct supply contracts with the US military, and has plans to expand with a view to invest in manufacturing facilities in both the Middle East and the USA.

Perla Aviation:
Primarily in the Middle East, the division provides a host of aviation services including charters, sales and leasing of aircraft; aircraft repair and maintenance. Perla Aviation is the exclusive distributor for the AK1-3 helicopter which Perla believes is the finest two seat helicopter available.

Perla K-9 Services:

Through the Von Forell facilities in Melbourne, Australia Perla offers dogs trained under what Perla believes are the best in the industry. Perla K-9 services are utilized by law enforcement and as detection dogs. They conduct training seminars as well as tactical, anti-terrorism and security training services.

Veloce:
VELOCE is our first division primarily aimed at the Retail and consumer markets. Being the manufacturer and controlling the distribution process right down to customer level, gives Veloce a leading edge in this ever growing business sector.

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Company Structure:
Perla Group International was founded in 2007 by entrepreneur, Charles DAlberto. At that time the company established its Dubai offices and the first of its divisions, Perla Telecoms, with a strong focus on Satellite Communications and related products. It secured the Agency to many brands including: Tracstar Antennas. It also launched its own brand of products, Terminate-Tor Vo-IP telephony products. With this foundation Perla Group International was able to capitalize and secure lucrative projects in only the first few months of operations. The company continued to expand with the implementation of the Perla Armored Cars division and then followed by Perla Aviation and the newly established Perla K-9 Services which recently received orders from the Iraqi Police for $1.8 million. Although the divisions are independent in terms of their offerings, they also work very well together and cross pollinate. Established clients are able to quickly take advantage of the offering in the other divisions, as well as open a new clientele base for the offerings. Today Perla Group International stands in the market as a turnkey provider of products and solutions. Perla believes that being established in the Middle East and Africa has positioned Perla for future growth and expansion. While the scope of Perlas business is worldwide, its growth plans call for aggressive efforts in North America in particular for the AK1-3 helicopters. Moreover, Perla believes that it is well positioned to take advantage of the military contracts that are being procured by the US and Middle Eastern countries as witnessed by its Armored Car division which recently secured three separate orders from the U.S. Military in Afghanistan for armored vehicles. 2012 has marked the companys biggest revenue increases with over $13Mill of orders received to date.

Share Price Since Merger:

$13,000,000 $11,000,000 $9,000,000 $7,000,000 $5,000,000 $3,000,000 $1,000,000 -$1,000,000

2007

2008

2009 Rev's

2010

2011

2012

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The Offer:
100,000,000 shares of common stock at the issue price of $0.02c per share. 1 Free Preferred Share will be allocated for every share purchased. Total Amount to be raised $2,000,000.00 Use of Funds: Subject to the success of the offering, Perla intends to invest the funds to expand its business. The company is looking to secure a freehold on a property, and build a brand new facility that will also host services, infrastructure, and other equipment, not only for Perla Telecoms, but also for its Aviation/Helicopter and K-9 divisions in the USA. The facility will be a State of the Art multi-facetted, one of a kind facility. The facility in near Miami, Florida combines over 22,00,000sqft of building space and over 3.9 acres of land. The planned launch of the AK1-3 helicopter to the USA market scheduled for 2012. The new facility will incorporate a FBO/ MRO aircraft maintenance facility/hanger to act as a Sales/Maintenance facility, and a US base for the helicopter distribution. Perla plans to use any additional funds raised in this offering as working capital for the company.

THE SHARES OFFERED HEREBY ARE HIGHLY SPECULATIVE, AND AN INVESTMENT IN SHARES INVOLVES A HIGH DEGREE OF RISK AND IMMEDIATE AND SUBSTANTIAL DILUTION FROM THE OFFERING PRICE. THE SHARES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THESECURITIES ACT), OR APPLICABLE STATE SECURITIES LAWS, AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THESE LAWS. THE SHARES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE REGULATORY AUTHORITY NOR HAS THE COMMISSION OR ANY STATE REGULATORY AUTHORITY PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OR THE ACCURACY OR ADEQUACY OF THIS SUMMARY. ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL. THE SHARES MAY NOT BE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL IN FORM AND SUBSTANCE ACCEPTABLE TO THE COMPANY AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED.

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THE SECURITIES SUBSCRIBED FOR BY THIS SUBSCRIPTION AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND TRANSFER OF THE SECURITIES IS RESTRICTED AS A RESULT THEREOF, AND ALSO BY THE TERMS OF THIS AGREEMENT. PERLA GROUP INTERNATIONAL, INC. SUBSCRIPTION AGREEMENT This agreement (this Subscription Agreement) is made by and among Perla Group International, Inc., a Nevada corporation (Perla, us our, or the Company), and the undersigned investor (the Subscriber) on the date this Subscription Agreement is accepted by the Company (the Acceptance Date). WHEREAS, the Company desires to issue certain shares of the Companys common stock, par value $0.01 per share (the Common Stock or Shares), to individuals or entities (the Investors) who qualify as accredited investors as defined in Rule 501 of Regulation D (Regulation D) promulgated under the Securities Act of 1933, as amended (the Securities Act), in a private placement (the Offering) at a price per share equal to $0.01c and upon the other terms and conditions set forth herein; WHEREAS, the Company has provided the Subscriber with such information regarding the Company and the Shares as the Subscriber has requested; WHEREAS, the Subscriber desires to acquire the number of Shares set forth on the signature page hereof; and WHEREAS, the Offering will terminate on such date as the Company shall determine in its sole discretion. A. Subscription for Shares Subject to the terms and conditions hereinafter set forth, the Subscriber hereby subscribes for and agrees to purchase from the Company, such number of Shares as is set forth upon the signature page hereto at a price equal to $0.02 per share of Common Stock. The Company agrees to sell such Shares to the Subscriber for said purchase price, subject to the Companys right, in its sole discretion, to (a) sell to the Subscriber such lesser number of Shares as it may, in its sole discretion, deem necessary or desirable without any prior notice to or further consent by the Subscriber or (b) reject this subscription, in whole or in part, at any time prior to the execution of this Subscription Agreement by the Company. In order to subscribe for the Shares, please return the following documents to Perla Group International, Inc., 4737 N. Ocean Drive, Fort Lauderdale, Florida 33308. Attention: Charles DAlberto, CEO. Please send: 1. Via FedEx, an executed Subscription Agreement. 2. Via FedEx, a completed, executed copy of the Accredited Investor Suitability Questionnaire attached as Exhibit A hereto (the Purchaser Questionnaire). 3. Via FedEx, any additional documentation that may be required by the Company if the undersigned is a limited liability company, partnership, corporation or trust. 4. If you are not a resident of the United States of America, wire transfer to Perla Group International, referencing Perla Group International, Inc. for the full amount of the purchase price of the Shares to the following wiring instructions:

MI-359486 v4 0440241-00001

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Bank Name:

Swift Code #: Acct #: Acct. Name: Attention:

Citibank N.A. Oakland Park 3101 N Federal Hwy, Oakland Park, 33306 FL,USA CITIUS33 9135070575 Perla Group International Inc Mr Charles S. DAlberto

5. If you are a resident of the United States of America, wire transfer to Perla Group International, Inc. for the full amount of the purchase price of the Shares to the following wiring instructions: Bank Name: Citibank N.A. Oakland Park 3101 N Federal Hwy, Oakland Park, 33306 FL,USA 266086554 9135070575 CITIUS33 Perla Group International, Inc. Mr Charles S. DAlberto

ABA #: Acct #: Swift Code: Acct. Name: Attention:

B. Representations In connection with this subscription, the Subscriber makes the following representations, warranties and acknowledgments to the Company: 1. The Subscriber is an accredited investor as such term is defined in Rule 501(a) of Regulation D promulgated under the Securities Act, and is able to bear the economic risk of an investment in the Shares. The Subscriber has such knowledge and experience in business and financial matters that the Subscriber is capable of evaluating the merits and risks of the proposed investment. The Subscriber has completed the Purchaser Questionnaire, which describes certain information relating to the Subscribers knowledge and experience in business and financial matters. Such information is complete and accurate and may be relied upon by the Company. The Subscriber will notify the Company immediately of any material adverse change in any such information occurring prior to the acceptance of this subscription by the Company. 2. The Subscriber is acquiring the Shares solely for the Subscribers own account, for investment and not with a view to any further sale or distribution thereof. The Subscriber is also aware that the Company is issuing the Shares pursuant to an exemption from the registration requirements of applicable federal and state securities laws. The Subscriber understands that the Company is relying in part upon the truth and accuracy of, and the Subscribers compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Subscriber set forth herein in order to determine the availability of such exemptions and the eligibility of the Subscriber to acquire the Shares. 3. The Subscriber recognizes that the Shares will not be registered under the Securities Act or other applicable federal or state securities laws. The Subscriber agrees not to sell or transfer the Shares unless such security is registered under the Securities Act and under any other applicable securities laws or the Subscriber obtains an opinion of legal counsel in form and substance satisfactory to counsel to the Company that such registration is not required. The Subscriber understands that the certificates representing the Shares, will bear the following legend:

THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY OTHER SECURITIES LAWS. THEY MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THESE SECURITIES UNDER SAID ACT AND ANY OTHER APPLICABLE SECURITIES LAWS, OR AN OPINION OF COUNSEL IN FORM

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The Subscriber further understands and agrees that the Company may issue instructions to its transfer agent to place a stop transfer order with respect to such Shares. 4. The Subscriber has no need for liquidity in this investment, is able to bear the substantial economic risks of an investment in the Shares for an indefinite period of time and at the present time could afford a complete loss of such investment. The Subscribers financial resources and income are more than sufficient to meet all of the Subscribers reasonably anticipated needs without regard to the Subscribers investment in the Company. 5. The Subscriber has received and carefully read and is familiar with this Subscription Agreement and the Purchaser Questionnaire (collectively, the Subscription Materials), has based the decision to invest solely on the information contained in the Subscription Materials, on documents, records, books, and other information obtained from the Company, and independent investigations made by the Subscriber. The Subscriber acknowledges that it has had an opportunity to consult with counsel and other advisers about an investment in the Shares and that the Company has made available all documents, records, and books pertaining to this investment requested by the Subscriber and/or its advisers, and it has offered such person or persons an opportunity to discuss the terms and conditions of this investment with the officers of the Company who are responsible for the conduct of its business and to obtain any additional information, to the extent that the Company possesses such information or can acquire it without unreasonable effort or expense, necessary to verify the accuracy of the information given to the Subscriber or otherwise to make an informed investment decision. 6. The Subscriber realizes that the Companys counsel has not passed upon or rendered any opinion with respect to any of the tax and legal aspects of an investment in the Company, and that the Subscriber should rely upon the advice of his, her or its own counsel and tax advisors in connection with all such matters. 7. The Subscriber acknowledges (i) that neither the Company nor any other person makes any representation or warranty regarding any forward-looking statements, projections or the prospects of the Company, and (ii) that the projections include (and are implicitly predicated on) a number of financial forecasts, market judgments, commercial expectations and regulatory assumptions, and that no assurance is given that the estimates and assumptions are correct, that the data upon which the estimates and assumptions are based are valid or that the forecasts, projections, expectations, proposals or other prospective information will transpire. 8. The Subscriber realizes that an investment in the Company is speculative in nature and involves a number of risks, including, without limitation, those that the Subscriber is aware of from the Subscribers and/or the Subscribers advisor(s) discussions with the Company, its representatives or from the Subscribers and/or the Subscribers advisor(s) own experience. The Subscriber recognizes that the purchase of the Shares involves a high degree of risk in that (i) an investment in the Company is highly speculative and only investors who can afford the loss of their entire investment should consider investing in the Company; (ii) the Subscriber may not be able to liquidate its investment; (iii) transferability of the Shares may be extremely limited; and (iv) the Subscriber could sustain the loss of its entire investment. The Subscriber further understands and acknowledges that historically the market for the securities offered hereunder has been limited and it is anticipated that any market for the resale of such securities will remain limited. 9. The Subscriber recognizes that the Shares have not been approved or disapproved by any governmental or regulatory agency, nor has any such agency passed upon the adequacy of the Subscription Materials. 10. The Subscriber recognizes that the Company is not obliged to accept this subscription offer, that the Company has unfettered discretion to accept or reject the subscription offer in whole or in part and that this subscription offer will be accepted only by the Companys execution hereof. The Subscriber understands that, if all or part of this subscription offer is rejected, a proportionate amount of the price of Shares tendered herewith will be returned, without interest or deduction. The Subscriber further understands that the Company reserves the right to undertake subsequent offerings of its securities on the same terms or alternative terms.

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11. The Subscriber hereby represents that, except as expressly set forth in this Subscription Agreement, no representations or warranties have been made to the Subscriber by the Company or any agent, employee or affiliate of the Company and in entering into this transaction the Subscriber is not relying on any information other than that contained in the Subscription Materials and the results of independent investigation by the Subscriber. 12. The Subscription Materials furnished by the Company do not constitute investment, accounting, legal, or tax advice. The Subscriber, in making this investment, is relying, if at all, solely upon the advice of the Subscribers personal tax advisers with respect to the federal and/or state tax aspects of the investment in the Shares, and neither the Company nor any of its officers, directors, agents, advisors or employees has made any representation regarding the tax consequences of investment in the Shares. 13. The Subscriber acknowledges that the Shares were not offered to the Subscriber by means of: (a) any advertisement, article, notice or other communication published in any newspaper, magazine or similar medium, or broadcast over television or radio, or (b) any other form of general solicitation or advertising. 14. If the Subscriber is a corporation, partnership, trust or other entity, the Subscriber represents and warrants that: (a) it is authorized and otherwise duly qualified to acquire and hold the Shares, if applicable; and (b) that this Subscription Agreement has been duly and validly authorized, executed and delivered and constitutes the legal, binding and enforceable obligation of the Subscriber. If the Subscriber is an individual, the Subscriber represents and warrants that this Subscription Agreement has been duly and validly executed and delivered and constitutes the legal, binding and enforceable obligation of the Subscriber. 15. The Subscriber hereby represents that the address of the Subscriber furnished by the Subscriber in the Purchaser Questionnaire is the Subscribers principal residence if the Subscriber is an individual or its principal business address if it is a corporation or other entity. 16. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Shares or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the Shares; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the Shares. Such Subscribers subscription and payment for, and its continued beneficial ownership of the Shares will not violate any applicable securities or other laws of the Subscribers jurisdiction. 17. If the Subscriber is acting on behalf of an employee benefit plan (a Plan), the Subscribers signatory represents and warrants that (i) he or she is a fiduciary of the Plan; (ii) he or she understands the investment objectives, strategies, and policies of the Company; (iii) he or she acknowledges that he or she is aware of the provision of Section 404 of ERISA relating to the requirements for investment and diversification of the assets of ERISA-governed employee benefit plans and trust; (iv) he or she has given appropriate consideration to the Plans investment in the Company and has determined that such investment furthers the purposes of the Plan; and (v) he or she has determined that, taking into account other investments in the Plans portfolio, the Plans investment in the Company is consistent with the requirements of Section 404 and other provisions of ERISA, and is consistent with the Plans cash flow requirements and funding objectives. C. Miscellaneous 1. The Subscriber agrees not to transfer or assign this Subscription Agreement or any interest therein. 2. This Subscription Agreement constitutes the entire agreement among the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings among the parties with respect to the subject matter of this Subscription Agreement.

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3. To the extent applicable, the singular will include the plural if there is more than one Subscriber. 4. The Subscriber agrees that the Subscriber may not cancel, terminate or revoke this Subscription Agreement or any agreement of the Subscriber made hereunder and that this Subscription Agreement shall survive the death or disability of the Subscriber and shall be binding upon the Subscribers heirs, executors, administrators, successors and assigns. 5. This Subscription Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. The execution of this Subscription Agreement may be by actual or facsimile signature. 6. All notices, offers, acceptance and any other acts under this Subscription Agreement (except payment) shall be in writing, and shall be sufficiently given if delivered to the addresses in person, by FedEx or similar courier delivery or by facsimile delivery, as follows: Subscriber: Company: At the address designated on the signature page of this Subscription Agreement. Perla Group International, Inc. 4737 N. Ocean Drive Fort Lauderdale, Florida 33308 Facsimile number: +1 (954) 903 1965 Email: investor@perlagrp.com Attention: Charles DAlberto, CEO

or to such other address as any of them, by notice to the others may designate from time to time. The transmission confirmation receipt from the senders facsimile machine shall be conclusive evidence of successful facsimile delivery. Time shall be counted to, or from, as the case may be, the delivery in person or by mailing. 7. This Subscription Agreement may not be changed, waived, discharged, or terminated orally but, rather, only by a statement in writing signed by the party or parties against whom enforcement or the change, waiver, discharge or termination is sought. 8. The Subscriber is not entitled to cancel, terminate or revoke this Subscription Agreement. 9. Section headings herein have been inserted for reference only and shall not be deemed to limit or otherwise affect, in any matter, or be deemed to interpret in whole or in part, any of the terms or provisions of this Subscription Agreement. 10. The representations, warranties and agreements contained herein shall survive the delivery of, and the payment for the Shares. 11. Specific State Disclosures: NOTICES REQUIRED BY STATE LAW: FLORIDA RESIDENTS ONLY THE SHARES ARE OFFERED UNDER SECTION 517.061 OF THE FLORIDA SECURITIES AND INVESTOR PROTECTION ACT, AND HAVE NOT BEEN REGISTERED UNDER THAT ACT. IF SALES ARE MADE TO FIVE OR MORE PERSONS IN FLORIDA, ALL FLORIDA RESIDENTS WILL HAVE THE RIGHT TO VOID THEIR PURCHASE WITHIN THREE DAYS AFTER THE FIRST TENDER OF CONSIDERATION IS MADE TO THE COMPANY OR WITHIN THREE DAYS AFTER THE AVAILABILITY OF THIS RIGHT IS COMMUNICATED TO THE SUBSCRIBER,

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WHICHEVER OCCURS LATER. THIS NOTICE IS INTENDED TO COMMUNICATE THE AVAILABILITY OF THIS RIGHT. TO ACCOMPLISH THIS WITHDRAWAL, IT IS SUFFICIENT FOR THE SUBSCRIBER TO SEND OR FAX A LETTER OR TELEGRAM WITHIN THIS THREE-DAY PERIOD TO THE COMPANY INDICATING THE SUBSCRIBERS INTENTION TO WITHDRAW. THE SUBSCRIBERS LETTER OR TELEGRAM MUST BE SENT AND POSTMARKED PRIOR TO THE END OF THE THIRD DAY OR RECEIVED WITHIN THE PERIOD ENDING ON THE THIRD DAY. IF THE SUBSCRIBER SENDS A LETTER, THE COMPANY SUGGESTS THE SUBSCRIBER SENDS IT BY CERTIFIED MAIL, RETURN RECEIPT REQUESTED, TO ENSURE THAT IT IS RECEIVED AND ALSO TO EVIDENCE WHEN IT WAS MAILED. SHOULD THE SUBSCRIBER MAKE THE REQUEST ORALLY, THE SUBSCRIBER SHOULD ASK FOR WRITTEN CONFIRMATION THAT ITS REQUEST HAS BEEN RECEIVED. ALL STATES THE SHARES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OR THE SECURITIES LAWS OF ANY STATE. THE SHARES ARE OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THOSE LAWS. THE SHARES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND SALE AND MAY NOT BE TRANSFERRED OR SOLD EXCEPT AS PERMITTED UNDER APPLICABLE LAWS. THE SHARES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION, ANY STATE SECURITIES COMMISSION OR OTHER REGULATORY AUTHORITY. NO REGULATORY AUTHORITY HAS PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OR THE ACCURACY OR ADEQUACY OF THE OFFERING. ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL. D. Indemnity The Subscriber agrees to indemnify and hold harmless the Company and its directors, officers, employees, agents, affiliates and representatives from and against all damages, losses, costs and expenses (including attorneys fees and expenses) which they may incur by reason of the Subscribers failure to fulfill any of the Subscribers obligations under this Subscription Agreement or by reason of the falsity of any representation made by the Subscriber herein or in any document or oral statement made or provided by the Subscriber to the Company.

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SIGNATURE PAGE IN WITNESS WHEREOF, the undersigned has executed this Subscription Agreement on this __________ day of __________ , 2012.

FOR EXECUTION BY INDIVIDUAL PURCHASERS

Amount of Shares subscribed for: __________ Shares for $______________ ($0.02c per Share).

____________________________ Signature ____________________________ Print Name

_________________________________ Signature (if joint owner) _________________________________ Print Name

TYPE OF OWNERSHIP (check one): __ Individual (one signature required) __ IRA within the meaning of Section 408(a) of the Internal Revenue Code __ Revocable Grantor Trust (please provide trust agreement) __ Joint Tenants with right of survivorship (both parties must sign) __ Tenants in Common (both parties must sign) Please print here the exact name(s) in which the Common Stock is to be registered:

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SIGNATURE PAGE

IN WITNESS WHEREOF, the undersigned has executed this Subscription Agreement on this __________ day of __________ , 2012.

FOR EXECUTION BY PARTNERSHIP, CORPORATION, TRUST OR PLAN

Amount of Shares subscribed for: ___________ Shares for $__________ ($0.02c per Share).

__________________________________________ Print name of partnership, corporation, trust or plan By:_______________________________________ Name: ____________________________________ Title:______________________________________ Signature of person making the investment decision on behalf of the entity

ACCEPTED: PERLA GROUP INTERNATIONAL, INC. By: _______________________________________ Name:_____________________________________ Title: ______________________________________ Date:______________________________________

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Accredited Investor Suitability Questionnaire:

THIS QUESTIONNAIRE IS TO BE COMPLETED AND DELIVERED TO PERLA GROUP INTERNATIONAL, INC. (THE COMPANY) PRIOR TO THE PURCHASE OF SECURITIES FROM THE COMPANY. INSTRUCTIONS: If the answer to any question is None or Not Applicable, please so state. Your answers will, at all times, be kept strictly confidential; however, you agree that the Company may present this Questionnaire to such persons as it deems appropriate in order to ensure that the offer and sale of securities to you will not result in violation of the exemption from registration under the Securities Act of 1933, as amended (the Act), and the securities laws of certain states. The representations contained herein are being relied upon by the Company in connection with this offering. (Print or type your responses) 1. Name: _________________________________________________________________ Date of birth or year of organization: _________________________________________ 2. Home address or, if other than an individual, principal office address: _______________________________________________________________________ _______________________________________________________________________ 3.* Employer: _____________________________________________________ Nature of business: _____________________________________________________ Position: _____________________________________________________ Nature of duties: _______________________________________________ Business address: _______________________________________________ Business telephone number: _______________________________________________ *This question is to be answered if the investor is an individual. 4. In the case of any individual investor, I am an Accredited Investor (as defined in Rule 501 of Regulation D promulgated under the Act) because I certify that (check all appropriate descriptions that apply): (a)_____I am a natural person whose individual net worth, or joint net worth with my spouse, exceeds $1,000,000. (b)_____I am a natural person who had individual income exceeding $200,000 in 2009 and 2010 and I have a reasonable expectation of reaching the same income level in 2011. (c)_____I am a natural person who had joint income with my spouse exceeding $300,000 in 2009 and 2010 and I have a reasonable expectation of reaching the same income level in 2011, as defined above. (d)_____I am a director or executive officer of the Company. (Executive officer means the president; any vice president in charge of a principal business unit, division or function, such as sales, administration or finance; or any other person or persons who perform(s) similar policy-making functions for the Company). 5. In the case of any partnership, corporation, trust and other entity investor, the undersigned certifies that (check one): (a) _____Each equity owner of the investor is an Accredited Investor because: (i) The equity owner of the investor is a natural person who had an individual income (exclusive of any income attributable to his or her spouse) in excess of $200,000 (or joint income with that of his spouse in excess of $300,000) in each of 2009 and 2010 and reasonably and fully expects to have an individual income in excess of $200,000 (or joint income with that of his spouse in excess of $300,000) in 2011. Individual income is defined in item 4(b) above; (ii) The equity owner is a natural person who has an individual net worth (or who, with his or her

Innovation, Progressiveness, Excellence!

(iii) The equity owner is a director or executive officer of the Company; (iv) The equity owner is either (a) a bank as defined in Section 3(a)(2) of the Act whether acting in its individual or fiduciary capacity; (b) an insurance company as defined in Section 2(13) of the Act; (c) an investment company registered under the Investment Company Act of 1940 or a business development company as defined in Section 2(a)(48) of that act; (d) a Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958; or (e) an employee-benefit plan within the meaning of Title I of the Employee Retirement Income Security Act of 1974, if the investment decision is made by a plan fiduciary, as defined in Section 3(21) of such act, which such plan fiduciary is either a bank, insurance company, or registered investment adviser, or if the employee-benefit plan has total assets in excess of $5,000,000; or (v) The equity owner is a private business development company as defined in Section 202(a)(22) of the Investment Advisers Act of 1940. (b)_____That the investor is either (i) a bank as defined in Section 3(a)(2) of the Act whether acting in its individual or fiduciary capacity; (ii) an insurance company as defined in Section 2(13) of the Act; (iii) an investment company registered under the Investment Company Act of 1940 or a business development company as defined in Section 2(a)(48) of such act; (iv) a Small Business Investment Company licensed by the U. S. Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958; or (v) an employee-benefit plan within the meaning of the Employee Retirement Income Security Act of 1974, if the investment decision is made by a plan fiduciary, as defined in Section 3(21) of such act, and the plan fiduciary is either a bank, insurance company or registered investment adviser, or if the employee-benefit plan has total assets in excess of $5,000,000. (c)_____That the investor is a private business development company as defined in Section 202(a)(22) of the Investment Advisers Act of 1940. (d)_____That the investor is an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, not formed for the specific purpose of the contemplated investment with total assets exceeding $5,000,000. (e)_____That the investor is a corporation, Massachusetts or similar business trust or partnership, not formed for the specific purpose of the contemplated investment, with total assets exceeding $5,000,000. (f)_____ That the investor is a trust, not formed for the specific purpose of the contemplated investment, with total assets exceeding $5,000,000 and whose purchase is directed by a sophisticated person, as defined in Rule 506(b)(2)(ii) of Regulation D. The undersigned certifies that the foregoing responses are true, complete and accurate to the best of the undersigneds knowledge and belief. The undersigned will provide such further information as may be requested by the Company to verify this response. The undersigned will notify the Company in writing regarding any material change to this response prior to the closing of the purchase of all securities from the Company. Absent such notification, the issuance of securities in the name of the undersigned shall be deemed to be an automatic affirmation by the undersigned of the truth and accuracy of the statements and information set forth above.

____ Date

___________________________________ Type or Print Name of Prospective Investor

_______________________________________________________________________ Signature of Prospective Investor or Authorized Signatory of Entity Investor, as applicable

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The Company
PERLA GROUP INTERNATIONAL, INC 4737 N. Ocean Dr, Ft Lauderdale FL, 33308 USA Ph: +1 (954) 903 1966 Email: info@perlagrp.com

Corporate Directory:

TRANSFER AGENTS Broadridge Investor Communication Solutions, INC. 51 Mercedes Way, Edgewood NY, 11717 Telephone 877 830 4936 Email shareholder@broadridge.com