Foreign equity transfer agreement

Party A:

Party B:

In view of the fact that the company is invested by Party A as a foreign investor, the registered capital of the company is USD 10,000, and it is outside the year and month. Sino-foreign joint ventures approved by the Commission;

In view of the intention of Party A to sell 40% of the shares of the company it holds;

In view of the fact that Party B is an independent legal person and is willing to accept the equity of Party A, it participates in the existing business of the operating company;

1. Party A agrees to transfer 60% of the equity held by the company to Party B;

2. Party B agrees to acquire 60% of the shares of the ********* Limited held by Party A;

3. The board of directors of both parties has reviewed the equity transfer and has made relevant resolutions;

4. The board of directors of ******** Co., Ltd. convened the board of directors on the transfer of equity, and formed a resolution of the board of directors on matters related to the transfer of the equity and the original shareholder's waiver of the right to pre-emption of equity transfer;

5. Both Party A and Party B fully understand their respective rights and obligations in the process of equity transfer, and they all agree to carry out this equity transfer in accordance with the law.

In accordance with the relevant laws and regulations of the People's Republic of China, both parties have signed this equity transfer agreement on the basis of equality and mutual benefit through friendly consultations, so that both parties can abide by:

Article 1: Both parties to the agreement

1.1 Transferor: Transferee: **********

Legal address:

Legal representative:

Nationality: People's Republic

1.2 Transferee:

Legal address:

Legal representative:

Nationality: People's Republic

Article 2: The place where the agreement is signed

2.1 The place of signing this Agreement is:

Article 3: Transfer of the subject matter and price

3.1 Party A shall transfer 60% of the shares of the ******* company it holds to Party B;

3.2 Party B agrees to accept the transfer of the above equity;

3.3 Both Party A and Party B unanimously determine that the price of the above equity transfer shall be based on the net book value of the book company as of the date of the year;

3.4 The transfer price determined by both parties is RMB 10,000;

3.5 Party A guarantees that it has full independent interest in the equity transferred to Party B, does not set any pledge, and does not involve any disputes or litigation.

Article 4: Payment of the transferred payment

4.1 Within the day after the entry into force of this Agreement, Party B shall pay the transfer amount agreed by Party A in full in accordance with the provisions of this Agreement;

4.2 The transfer payment paid by Party B shall be deposited into the account designated by Party A.

Article 5: Transfer of equity:

5.1 Within 60 days of the entry into force of this Agreement, Party A and Party B shall jointly entrust the board of directors of the company to handle the registration of share transfer;

5.2 The registration procedures for the change of the above equity transfer shall be completed within 60 days after the entry into force of this Agreement.

Article 6: Rights and obligations of both parties

6.1 After the completion of the transfer and transfer procedures, Party B shall have 60% of the shares of ******** and enjoy the corresponding rights;

6.2 Before the completion of this transfer, both Party A and Party B shall keep confidential the contents of this transfer and all the contents involved.

6.3 Party B shall pay the equity transfer price on time in accordance with the terms of this Agreement.

6.4 Party A shall provide necessary cooperation and cooperation for Party B to handle legal procedures such as approval and change registration.

6.5 Party A shall, on the date of signing this Agreement, deliver its shareholding, customer and supplier list, technical file, business information, etc., to Party B.

6.6 Party A will no longer enjoy any rights of the company from the date of completion of the equity change registration procedure.

6.7 Party A undertakes to assume strict confidentiality obligations for any proprietary information obtained by the company as a shareholder and/or employee of the company. It will not be provided to any third party for possession or use in any way, nor will it be used for self-operated business.

Article 7: Liability for breach of contract

7.1 After the formal signing of this Agreement, if either party fails to perform or does not fully perform the terms and conditions of this Agreement, it constitutes a breach of contract. The defaulting party shall be responsible for compensating for all direct economic losses caused by the breach of contract by the observant party.

7.2 When either party defaults, the observant party has the right to request the defaulting party to continue to perform this agreement.

Article 8: Alteration and dissolution of the agreement

8.1 Changes to this Agreement must be mutually negotiated and a written change agreement must be entered into. This Agreement shall remain in force if no agreement can be reached through the negotiations.

8.2 When either party defaults, the observant party has the right to request the defaulting party to continue to perform this agreement.

8.3 The parties agree to terminate the performance of this Agreement by entering into a written agreement, which shall become effective after being signed and sealed by both parties.

Article 9: Applicable Law and Settlement of Disputes

9.1 This Agreement applies to the laws of the People's Republic of China.

9.2 All disputes arising out of or in connection with the performance of this Agreement shall be settled through friendly negotiation; if the negotiation fails, either party shall have the right to sue.

Article 10: Entry into force of the agreement and other

10.1 This Agreement shall become effective after being signed and sealed by both parties. The original of this Agreement shall be in triplicate. Party A shall hold one copy and Party B shall hold one copy and submit it to the examination and approval authority.

Party A:

Legal representative:

Party B:

Legal representative:

Date of signing: Year, month and day