Agreement Shares Transfer

1.3 The transfer takes effect with the execution of this share transfer contract and the payment of the amount set out in clause 2. Stamp duty is due when the transfer of shares involves a transfer of money or value. PandaTipp: Add the cost here. If the shares are transferred as a gift, you should note $10 usd as a fee. This is because in many States and countries a treaty on behalf of both parties requires a certain disadvantage or loss (even though it may be a nominal amount). PandaTip: Sometimes companies charge a fee for transferring shares and issuing new share certificates, probably less than $50, but you might want to check that first. If you want these costs to be borne by the donor or shared between the two parties, you can change the above clause. 2. TRANSFER PRICING It is agreed that the shares will be transferred at the price of [PRICE]. 5.16 The assignor irrevocably releases and undertakes to exempt the assignee from any loss resulting from a breach of warranties or other conditions of the share transfer agreement.

Once the documents are received, the company must delete the old share certificate and update its register of shareholders. Within two months of the transfer, a new transfer certificate must be issued to the transferee. The issuance of shares becomes mandatory for a new shareholder only when the company notifies it by this share certificate. CONSIDERING that the contemptuous person wishes to transfer the shares to the assignee under the conditions laid down in this share transfer agreement. 3. COST OF TRANSMISSION It is agreed that the registration costs of the transfer of shares (if any) will be borne by the buyer. While Party B intends to transfer all shares in Songyuan City Liuhe Co., Ltd. (Liuhe), the parties conclude this agreement following voluntary negotiations and on an equal footing between the parties on the basis of the Memorandum of Understanding signed on 26.03.2011 (the Memorandum of Understanding), the Contract Law, Company Law and other related laws and regulations. 5.6 The rights, benefits, commitments and liabilities contained in the terms of this Share Transfer Agreement may be assigned by any party with the prior written consent of the other party. In addition to the transfer to an authorized company, Joe would have to comply with the other provisions of the shareholders` agreement with respect to the transfer of shares before he could transfer his shares to Lisa.

. . .