Zhao Tuo was a Qin general originally born around in the state of Zhao (within modern Hebei). When Zhao was annexed by Qin in , Zhao Tuo joined the Qin and served as one of their generals in the conquest of the Baiyue. The territory of the Baiyue was divided into the three provinces of Guilin, Nanhai, and Xiang. Zhao served as magistrate in the province of Nanhai until his military commander, Ren Xiao, fell ill. Before he died, Ren advised Zhao not to get involved in the affairs of the declining Qin, and instead set up his own independent kingdom centered around the geographically remote and isolated city of Panyu (modern Guangzhou). Ren gave Zhao full authority to act as military commander of Nanhai and died shortly afterwards. Zhao immediately closed off the roads at Hengpu, Yangshan, and Huangqi. Using one excuse or another he eliminated the Qin officials and replaced them with his own appointees. By the time the Qin fell in 221 BC, Zhao had also conquered the provinces of Guilin and Xiang. He declared himself King Wu of Nanyue (Southern Yue). Unlike Qin Shi Huang, Zhao respected Yue customs, rallied their local rulers, and let local chieftains continue their old policies and local political traditions. Under Zhao's rule, he encouraged Han Chinese settlers to intermarry with the indigenous Yue tribes through instituting a policy of “Harmonizing and Gathering" while creating a syncretic culture that was a blend of Han and Yue cultures.