ZZLL Information Technology Inc (ZZLL)

[kimzerfantastik]

BHNN ~ Entry Into a Material Definitive Agreement,
11/28/12...8K noted,
http://www.sec.gov/Archives/edgar/data/1365357/000109181812000481/bhnn113020128k.htm

detail...

Item 1.01: Entry Into a Material Definitive Agreement

On November 28, 2012 Baoshinn Corporation (“Baoshinn”) entered into an Exchange Agreement (the “Exchange Agreement”) with Olive Oil Direct International, Inc. (“OODI”), a corporation formed under the laws of the State of Wyoming. Under the terms of the Exchange Agreement, certain Baoshinn shareholders (the “Baoshinn Selling Shareholders”) will transfer 1,485,000 shares of the common stock of Baoshinn (the “Baoshinn Shares”) to the shareholders of OODI (the “OODI Shareholders”). In return, the OODI Shareholders will transfer all of the outstanding shares of common stock of OODI to Baoshinn, and they will pay $100,000.00 in cash to the Baoshinn Selling Shareholders. Simultaneously with the closing of the Exchange Transaction, Baoshinn will spin off its operating subsidiary, Hong Kong Holdings, Inc., to its then current shareholders. Upon completion of the proposed transactions, OODI will become the wholly-owned subsidiary of Baoshinn. The obligation to close the transaction under the terms of the Exchange Agreement is subject to the normal terms and conditions contained in such agreements.

OODI is a development-stage company that plans to develop and operate a retail internet website specializing in gourmet Italian food products. Those products shall include olive oils, pastas, vinegars and other Italian gourmet food items. In addition, in the future OODI may offer cooking items, such as utensils, cooking tools and similar products from other countries. OODI is currently developing an e-commerce website by the name of www.OliveOilsDirect.com that will sell products inventoried by OliveOilsDirect.com and other products offered by other large well-established retailers.

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Exhibit 10.1: Share Exchange Agreement

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http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001365357&type=&dateb=&owner=include&count=40