1)
On January 6, 2010, the Company’s subsidiary, Shenzhen Zhaoheng Hydropower Co., Ltd. (“ Shenzhen Zhaoheng ”) entered into an equity transfer agreement (the “ Baoyuan Equity Transfer Agreement ”) with Sichuan Baoxing County Xingyuan Industrial Co., Ltd (“ Xingyuan ”), pursuant to which Shenzhen Zhaoheng agreed to acquire 100% of the equity interest in Sichuan Baoxing County Baoyuan Power Co., Ltd. (“ Baoyuan ”), a company engaged in the operation of Mingli Hydropower Station, from Xingyuan.
2)
On January 6, 2010, the Company’s subsidiary, Shenzhen Zhaoheng entered into an equity transfer agreement (the “ Huayi Equity Transfer Agreement ”) with Xuezhang Wang, pursuant to which Shenzhen Zhaoheng agreed to acquire 15% of the equity interest in Wenshan Huayi Energy Co., Ltd. (“ Huayi ”), a company engaged in the operation of Mangun Cascade V Hydropower Station, from Xuezhang Wang.
3)
On January 19, 2010, the Company’s subsidiary, Shenzhen Zhaoheng entered into an equity transfer agreement (the “ Huohe Equity Transfer Agreement ”) with Zhushan Jinfeng Industrial Co., Ltd (“ Jinfeng ”), pursuant to which Shenzhen Zhaoheng agreed to acquire 12% of the equity interest in Hubei Minyuan Huohe Hydropower Development Co., Ltd. (“ Huohe ”), a company engaged in the operation of Huohe Cascade II and Cascade II Hydropower Stations, from Jinfeng.
Equity Transfer Agreements
1)
The following is a summary of the material terms of the Baoyuan Equity Transfer Agreement.
This Equity Transfer Agreement was entered into by and between Shenzhen Zhaoheng and Xingyuan.
Pursuant to the Baoyuan Equity Transfer Agreement, Shenzhen Zhaoheng has agreed to pay a total consideration of RMB 47,110,000 to Xingyuan in exchange for a 100% equity interest in Baoyuan (the “ Baoyuan Equity Transfer ”). Shenzhen Zhaoheng has agreed to pay RMB 40,000,000 on the next day the Equity Transfer is registered with the Administration for Industry and Commerce, and pay the balance of RMB 7,110,000 once all receivables of Baoyuan are collected. In the event that Shenzhen Zhaoheng fails to pay Xingyuan the consideration for the equity transfer, Shenzhen Zhaoheng shall pay Xingyuan a penalty at a rate of 0.5% of the overdue balance per day. If the payment is overdue for more than 60 days, Xingyuan has the right to terminate the Equity Transfer Agreement.
2)
The following is a summary of the material terms of the Huayi Equity Transfer Agreement.
This Equity Transfer Agreement was entered into by and between Shenzhen Zhaoheng and Xuezhang Wang.
Pursuant to the Huayi Equity Transfer Agreement, Shenzhen Zhaoheng has agreed to pay a total consideration of RMB 13,950,000 to Xuezhang Wang in exchange for a 15% equity interest in Huayi (the “ Huayi Equity Transfer ”). Shenzhen Zhaoheng has agreed to pay the total consideration of RMB 13,950,000 within 3 days the Equity Transfer is registered with the Administration for Industry and Commerce. In the event that Shenzhen Zhaoheng fails to pay Xuezhang Wang the consideration for the equity transfer, Shenzhen Zhaoheng shall pay Xuezhang Wang a penalty at a rate of 0.5% of the overdue balance per day. If the payment is overdue for more than 60 days, Xuezhang Wang has the right to terminate the Equity Transfer Agreement.
3)
The following is a summary of the material terms of the Huohe Equity Transfer Agreement.
This Equity Transfer Agreement was entered into by and between Shenzhen Zhaoheng and Jinfeng.
Pursuant to the Huohe Equity Transfer Agreement, Shenzhen Zhaoheng has agreed to pay a total consideration of RMB 2,124,000 to Jinfeng in exchange for a 12% equity interest in Huayi (the “ Huohe Equity Transfer ”). Shenzhen Zhaoheng has agreed to pay the total consideration of RMB 2,124,000 no later than March 31, 2010. In the event that Shenzhen Zhaoheng fails to pay Jinfeng the consideration for the equity transfer, Shenzhen Zhaoheng shall pay Jinfeng a penalty at a rate of 0.5% of the overdue balance per day. If the payment is overdue for more than 60 days, Jinfeng has the right to terminate the Equity Transfer Agreement.
About Sichuan Baoxing County Baoyuan Power Co., Ltd.
Baoyuan owns the Mingli Hydropower Station . The station is located in Baoxing County of the Sichuan Province in China. Specifications for the Mingli Hydropower Station consist of two units, a water head of 318 meters, installed capacity of 12MW and potential output capacity of 43 million kWh. The current electricity tariff for Mingli Hydropower Station is RMB 0.288 per kWh..
About Wenshan Huayi Energy Co., Ltd.
Huayi owns Mangun Cascade V Hydropower Station. The station is located in Malipo County of the Yunnan Province in China. Specifications for Mangun Cascade V Hydropower Station consist of two units, a water head of 57 meters, installed capacity of 40MW and a potential annual output capacity of 150 million kWh. The current electricity tariff for Mangun Cascade V Hydropower Station is RMB0.15 per kWh.
About Hubei Minyuan Huohe Hydropower Development Co., Ltd.
Huohe owns Huohe Cascade II Hydropower Station and Huohe Cascade III Hydropower Station. The stations are located in Zhushan County of the Hubei Province in China. Specifications for Huohe Cascade II Hydropower Station consist of five units, a water head of 54.9 meters, installed capacity of 9,100 KW and a designed annual output capacity of 36.50 million KWH. Specifications for Huohe Cascade III Hydropower Station consist of three units, a water head of 22.25 meters, installed capacity of 3,750 and a designed annual output capacity of 9.14 million KWH. The current electricity tariff for each of Huohe Cascade II Hydropower Station and Huohe Cascade III Hydropower Station is 0.28 RMB.
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