Company equity gift agreement

Party A:

Party B:

On the principle of mutual benefit and reciprocity, Party A and Party B reached the following agreement on equity gift matters after full consultation, in order to comply with them.

This Agreement shall be signed by Party A and Party B on the day of the month.

The first gift

1. Party A owns the equity of Shanghai xx Co., Ltd. and is the legal shareholder of the company;

2. Party A agrees to give Party B an equity that does not exceed the total equity of the company;

3. Party B agrees to accept the above gift.

Second gift condition

1. In order to obtain the above gift, Party B shall provide the following services for the company:

2. Party B shall, for each year of continuous service of Party B, Party A agree to donate the equity of 1% of the total equity of the company to Party B, but the total amount of equity granted shall not exceed the total equity of the company.

3. The services provided by Party B shall be continuous and shall not be interrupted without the consent of Party A.

The third gift program

1. For every one year of continuous service of Party B, within 30 days from the expiration date, Party A shall, in accordance with this Agreement, submit the company to the registration authority for registration of equity change, and publish the change of shareholding in the company's shareholder register, and issue it to Party B. "Certificate of Contribution".

2. If such a gift needs to be approved by other shareholders of the company, Party A shall be responsible for obtaining the consent.

Article 4 Cancellation of Gifts

1. In one of the following circumstances, Party A may cancel the gift:

Party B seriously infringes on the relatives of Party A or Party A;

Party B seriously damages the company's interests or causes losses to the company;

Party B did not provide the services stipulated in Article 2, paragraph 1, of this Agreement or arbitrarily interrupted the service.

2. If the gift is revoked in the first or second paragraph of the preceding paragraph, Party B shall return all the shares it has received under this Agreement, and cooperate with Party A and the company to handle the change of the company's equity; if the gift is revoked in the first paragraph of the preceding paragraph, Party B shall not be required to return it. The equity acquired under the contract.

3. After the gift is revoked, this Agreement shall be terminated.

4. Except as provided in paragraph 1 of this Article, Party B has provided the services stipulated in Article 2, paragraph 1, of this Agreement, and Party A shall not cancel the gift.

Article 5 Commitment and Guarantee

1. Party A warrants that it has full disciplinary power over the equity granted to Party B under this Agreement; the above equity does not have any mortgage or other security right.

2. Party B acknowledges the contract between the original company's articles of association and the shareholders, and guarantees the rights, obligations and responsibilities of shareholders in accordance with the original articles of association and the contract.

3. Party B promises not to act as a company director, supervisor, manager and other senior management personnel unless Party A's prior consent is obtained.

Article 6 Legal Consequences of Equity Gifts

1. After the equity gift is completed, Party B becomes the company's shareholder, sharing the company's profits and sharing risks and losses according to its shareholding ratio.

2. The creditor's rights and debts that have occurred in the company are not affected by changes in shareholders.

Article 7 The burden of expenses

The relevant taxes and fees payable for the implementation of this transfer agreement are each borne by one-half.

Article 8 Liability for breach of contract

If either party to this Agreement fails to perform its obligations properly and comprehensively in accordance with the provisions of this Agreement, it shall be liable for breach of contract. Any liability and damage arising from the observing party shall be compensated by the defaulting party.

Article 9: Law Application and Dispute Resolution

1. This Agreement is governed by and construed in accordance with the laws of the People's Republic of China.

2. Any dispute arising out of or in connection with this Agreement shall be settled by negotiation between the two parties; if the negotiation fails, either party may file a lawsuit in the court where the company is located.

Article 10 Other

1. This Agreement shall become effective after it has been signed or sealed by the parties or their agents.

2. The original of this Agreement is in five copies. Each Party and Party B shall hold one copy, the company shall hold one copy, and the rest shall be retained by the relevant government departments.