BasicGov Announces Sale Of Assets, Loan Facility & Name Change

BasicGov Systems, Inc. (TSX VENTURE:BSG) ("BasicGov" or the "Company") announces
that it has agreed to sell all of its assets other than cash to 0887901 B.C.
Ltd. (the "Purchaser"), a wholly-owned subsidiary of Pender Growth Fund (VCC)
Inc. ("Pender"). Pursuant to the terms of a Business Assets Purchase and Sale
Agreement (the "Sale Agreement") dated August 16, 2010 among the Company,
0887901 B.C. Ltd. and Pender, the Company will sell all of its assets, other
than cash, to 0887901 B.C. Ltd. for consideration of approximately $900,000,
subject to adjustments for changes in specific working capital balances between
July 1, 2010 and the Closing Date (the "Sale Transaction"). This consideration
exceeds the value of the Company's BasicGov Software-as-a-Service ("SaaS")
business estimated by a business valuator to be between $810,000 and $850,000 as
of July 15, 2010.


Consideration for the Company's SaaS business assets is a combination of cash
and the assumption of certain liabilities of the Company. The actual amount of
cash payable and the value of the assumed liabilities will be calculated as of
the completion of the transaction so that adjustments can be made for additional
sales of subscriptions of the Company's BasicGov service and increases or
decreases in liabilities to be assumed between the date of the Sales Agreement
and the date the sale is completed. Subject to the amount of cash consideration
not exceeding $780,000, the amount of cash payable is intended to ensure that
the Company has $100,000 in working capital after the Closing Date and the share
redemption and repayment of advances under the loan facility described below.
The Company will use this working capital to fund its expenses as a publicly
listed shell company and to seek a new business that has the potential to
attract greater support from the public market.


The Company has also entered into a loan agreement with Pender whereby Pender
will loan the Company up to $250,000 at an interest rate of 10% per annum
compounded annually. The loan and all outstanding interest are repayable 18
months after the first advance is made to the Company. The loan and all
outstanding interest are also repayable in the event of sale of all or
substantially all of the assets, such as the Sale Transaction, or in the event
of change of control. The Company drew its first advance under the loan of
$100,000 on August 5, 2010 and the current balance outstanding is $100,000.
Pender owns 77% of the outstanding common shares and 100% of the outstanding
Series 1 preferred shares of the Company. 


As the Company, the Purchaser and Pender have a number of common directors, the
Board of Directors of the Company determined that it was appropriate to
establish a Special Committee of independent directors of the Company to
evaluate the terms of the Sale Transaction from the point of view of the best
interests of the Company and its shareholders. The Special Committee retained an
independent financial advisor to provide a report on the value of the Company's
business with an opinion as to the fairness of the Sale Transaction from a
financial point of view. In light of the advice of the financial advisor, and
the fact that the Sale Transaction will require approval of the Company's
shareholders by a majority of disinterested shareholders, among other factors,
the Special Committee and the Board of Directors determined to approve and
execute the Agreement. 


The completion of the Sale Transaction triggers redemption rights under the
Company's outstanding 250,000 Series 1 Preference Shares that are held by
Pender, which shares will be redeemed by the Company concurrent with completion
of the Sale Transaction. The Company will also repay all working capital loans
made by Pender to the Company concurrent with completion of the Sale
Transaction. Payment for the redemption and loan repayment will be made with the
cash proceeds of the Sale Transaction. 


Since the Company's name is one of the assets to be acquired by 0887901 B.C.
Ltd. under the Sale Transaction, Shareholders will also be asked to consider and
approve a special resolution changing its name upon the closing of the Sale
Transaction to "Pedro Resources Ltd." or such other name as may be acceptable to
the TSX Venture Exchange.


To be effective, the Sale Transaction must be approved by a special resolution
passed by at least 66 2/3% of the votes cast by shareholders at the Annual and
Special Meeting of the shareholders. Since the Purchaser is a related party of
the Company, being wholly-owned by the Company's controlling shareholder,
Pender, the Sale Transaction constitutes a "related party transaction".
Accordingly, the Sale Transaction must also be approved by a simple majority of
the votes cast by shareholders excluding the votes attached to the common shares
that are beneficially owned, controlled or directed by shareholders that are
interested parties. Pender and certain directors of the Company are interested
parties and, as such, their shares will be excluded from this vote. 


Detailed information about the Sale Transaction will be contained in a
management information circular relating to the Annual and Special Meeting to be
mailed to the Company's shareholders.


The Sale Transaction is subject to certain conditions and approval of the TSX
Venture Exchange. If conditions are met and approval obtained, the Company
estimates that the Sale Transaction will close in late September.


About BasicGov Systems, Inc. 

BasicGov Systems, Inc. ("BasicGov") (formerly CloudBench Applications Inc.) (TSX
VENTURE:BSG) develops, sells and supports web-based software for cities,
counties, state governments and government agencies to streamline planning,
permitting and inspections, code enforcement, licensing and citizen access.
BasicGov is a reliable, secure solution delivered for an affordable price and
the only web-based software for local governments built on the Salesforce.com's
Force.com platform, the backbone of cloud computing solutions used by more than
70,000 organizations worldwide. Unlike enterprise software that is expensive to
acquire and difficult to implement, BasicGov does not require capital investment
and is easy to set up. www.basicgov.com.


Forward-Looking Statements

This news release contains forward-looking statements. Actual events or results
may differ materially from those described in the forward-looking statements due
to a number of risks and uncertainties, including changes in market and
competition, technological and competitive developments, cooperation and
performance of strategic partners, potential downturns in economic conditions
generally and the outcome of the negotiations with Harris as to the amount of
the Holdbacks. Forward-looking statements are based upon management's estimates,
beliefs and opinions. The Company assumes no obligation to update
forward-looking statements, other than as required by applicable law. 


On behalf of the Board of Directors

BASICGOV SYSTEMS, INC.

David Roberts, Director

For more information about BasicGov Systems, Inc. and BasicGov visit
www.basicgov.com.