Exhibit
10.31

     

    (English
Translation)

     

    Real
Estate Lease Agreement

     

    Date:
Jan. 1, 2005

     

    Lessee:
People’s Committee of Heijuzi Village, Xingfu Township, Nanguan
District

     

    Lessors:
Changchun Yongxin Dirui Pharmaceuticals Co., Ltd.; Jilin Yongxin Pharmacy Chain
Co., Ltd.

     

    
      	
              1.

            	
              This
      agreement describes the location, size, quality, and facilities of the
      premises to be leased.

            


    

     

    
      	
              1.1.

            	
              Location:
      No. 2152 Nanhuan Road, Changchun City. Areas newly constructed by Lessee
      and total leased premises cover 24 and 337 square meters,
      respectively.

            


    

     

    
      	
              1.2.

            	
              Other
      locations Lessors lease from Lessee cover a combined 42,000 square
      meters.

            


    

     

    
      	
              1.3.

            	
              Leased
      location is 3-stories tall and equipped with basic utilities and
      telecommunications connectivity.

            


    

     

    
      	
              2.

            	
              Lease
      period

            


    

     

    
      	
              2.1.

            	
              15
      years, from July 1, 2005 to June 30,
2020.

            


    

     

    
      	
              3.

            	
              Lease
      purpose

            


    

     

    
      	
              3.1.

            	
              Lessor
      shall use leased premise for pharmaceutical wholesale and
      distribution

            


    

     

    
      	
              4.

            	
              Leasing
      price, payment method, and payment
schedule

            


    

     

    
      	
              4.1.

            	
              First
      phase of the lease shall be a 4-year period from July 1, 2005 to June 30,
      2009, at RMB 1.677 million per year. Second phase shall be for 2 years
      from July 1, 2009 to June 30, 2011, at RMB 6.708 million per year. Third
      phase shall be for 4 years from July 1, 2011 to June 30, 2015, at RMB
      8.256 million per year. Fourth phase shall be for 5 years from July 1,
      2015 to June 30, 2020, at RMB 9.288 million per year. The total amount of
      the lease shall be RMB 99.588
million.

            


    

     

    
      	
              4.2.

            	
              Lease
      payments shall be prepaid prior to the start of each lease year. Thus
      payments shall be as follow: 1) from July 1, 2005 to June 30, 2009, a
      one-time payment of RMB 1.677 million is due by June 30 of each year prior
      to the start of the next lease year; 2) starting from the lease period
      beginning July 1, 2009, a one-time quarterly lease payment is due one
      month before the start of the quarter. For example, for the lease quarter
      from July 1, 2009 to Sept. 30, 2009, payment is due by June 1, 2009; for
      the lease quarter from Oct. 1, 2009 to Dec. 30, 2009, payment is due by
      Sept. 1, 2009, and so forth. Lessors are responsible for utilities and
      repair fees from July 1, 2005 to June 30,
2008.

            


    

      

    
      	
              5.

            	
              Lessors’
      legal matters and payment
responsibility

            


    

     

    
      	
              5.1.

            	
              All
      leasing parties have the duty to timely make payments
  due.

            


    

     

    
      	
              6.

            	
              Repairs
      and maintenance of leased property

            


    

     

    
      	
              6.1.

            	
              Standard
      repairs and maintenance shall be Lessors’
  responsibility

            


    

     

    
      
         


      

      
         


        
          

        

      

      
         


      

    

    


    
      	
              6.2.

            	
              After
      July 1, 2008, each year Lessee shall refund 1 RMB per square meter to
      Lessors out of the lease payments for repair fees, totaling 42 and 500 RMB
      respectively.

            


    

     

    
      	
              6.3.

            	
              During
      the lease period, Lessee shall replace heating pipelines and components
      once, and be responsible for water facility
  issues.

            


    

     

    
      	
              7.

            	
              Lease
      tax responsibility

            


    

     

    
      	
              7.1.

            	
              Lessor
      and Lessee are each responsible for 50% of the property
    tax.

            


    

     

    
      	
              8.

            	
              Changes
      in Lessor-Lessee relationship

            


    

     

    
      	
              8.1.

            	
              If
      Lessee transfers the lease to a third party, it must give Lessor 3-months
      notice, which gives Lessor the purchasing rights listed below. If Lessor
      gives up the purchasing rights, the party acquiring the leased property
      then becomes the bona fide lessor and obtains all the accompanying rights
      and duties.

            


    

     

    
      	
              8.2.

            	
              If
      Lessor for business needs to assign the lease to a third party, it must
      notify Lessee in writing. After obtaining approval from Lessee in writing,
      the party acquiring the leased property then becomes the bona fide lessor
      and obtains all the accompanying rights and
  duties.

            


    

     

    
      	
              9.

            	
              Lessee’s
      rights and duties

            


    

     

    
      	
              9.1.

            	
              Provide
      the leased premises in accordance with this
  contract.

            


    

     

    
      	
              9.2.

            	
              Pay
      50% of the property taxes for the leased
  premises.

            


    

     

    
      	
              9.3.

            	
              Be
      responsible for leasing procedure and guarantee its
    legality.

            


    

     

    
      	
              9.4.

            	
              Starting
      from Nov. 1, 2008, provide heating to the leased premises when required
      under Changchun City regulations for
heating.

            


    

     

    
      	
              10.

            	
              Lessor’s
      rights and duties

            


    

     

    
      	
              10.1.

            	
              Make
      timely lease payments.

            


    

     

    
      	
               10.2.

            	
              Register
      with Nanguan District National and Local Tax
  Bureau

            


    

     

    
      	
              10.3.

            	
              Be
      responsible for heating bills from July 1, 2005 to June 30,
      2008.

            


    

     

    
      	
              10.4.

            	
              In
      order to change the purpose of the leased premises, notify Lessee in
      writing with 3-months notice and receive Lessee’s
  approval.

            


    

     

    
      	
              10.5.

            	
              In
      order to assign the lease to a third party, notify Lessee in writing with
      3-months notice and receive Lessee’s
approval.

            


    

     

    
      	
              10.6.

            	
              During
      the lease, make efforts to limit man-made property damage to the leased
      and pay compensation for damage that
occurs.

            


    

     

    
      	
              10.7.

            	
              Timely
      pay water, electrical, and telecommunication expenses incurred during
      operation of the leased premises.

            


    

     

    
      
         


      

      
         


        
          

        

      

      
         


      

    

    


    
      	
              10.8.

            	
              When
      hiring employees, to give consideration to people from Lessee’s village
      under nondiscriminatory hiring
standards.

            


    

     

    
      	
              11.

            	
              Responsibility
      for violations

            


    

     

    
      	
              11.1.

            	
              Lessee’s
      responsibility for violations

            


    

     

    
      	
              11.1.1.

            	
              During
      the lease period, guarantee Lessor’s absolute right of use of the leased
      premises

            


    

     

    
      	
              11.1.2.

            	
              Assure
      that utilities providers do not without cause cease water or electricity
      service or otherwise impact Lessor’s standard business operations, and
      compensate Lessor for consequent losses
  incurred.

            


    

     

    
      	
              11.2.

            	
              Lessor’s
      responsibility for violations

            


    

     

    
      	
              11.2.1.

            	
              Failure
      to timely make lease payments shall result in late fee penalties of RMB
      500 per day late. If outstanding lease payments accumulate for over one
      month, Lessee shall have the right to terminate this contract and
      repossess the leased premises.

            


    

     

    
      	
              11.2.2.

            	
              Failure
      to adhere to the lease payment schedule under 4.1 shall grant Lessee the
      right to terminate this contract and repossess the leased
      premises.

            


    

     

    
      	
              11.2.3.

            	
              Assigning
      or transferring the lease without Lessee’s agreement shall grant Lessee
      the right to terminate this
contract.

            


    

     

    
      	
              11.2.4.

            	
              If
      Lessor causes property damage to the leased premises, Lessor shall restore
      the premises to its original condition, or if restoration is impossible,
      assume the responsibility to compensate
Lessee.

            


    

     

    
      	
               11.2.5.

            	
              Upon
      lease expiration on June 30, 2020, Lessor shall have fully paid any
      outstanding balance with Lessee, or incur RMB 500 penalty per day for
      amounts overdue.

            


    

     

    
      	
              11.2.6.

            	
              If
      Lessor terminates the contract during the lease period, any amounts it has
      prepaid for the next leasing period are not refundable, and Lessor shall
      additionally pay the lease amount for the next annual
    quarter.

            


    

     

    
      	
              12.

            	
              Dispute
      resolution

            


    

     

    
      	
              12.1.

            	
              If
      the parties have a dispute and negotiation is ineffective, the dispute may
      be brought before the local People’s Court for
  resolution.

            


    

     

    
      	
              13.

            	
              Conditions
      for relief

            


    

     

    
      	
              13.1.

            	
              If
      for unavoidable reasons the leased premises is damaged or destroyed,
      causing a loss for both Lessee and Lessor, and is verified by experts,
      neither party shall assume responsibility for the
  loss.

            


    

     

    
      	
              14.

            	
              Other
      matters

            


    

     

    
      	
              14.1.

            	
              Upon
      lease expiration, responsibility for expenses from repairs, improvements,
      etc. for the premises shall be determined through negotiation by the
      parties.

            


    

     

    
      	
              14.2.

            	
              Upon
      lease expiration, if Lessor wishes to extend the lease, it shall have
      priority rights to continue leasing the
  premises.

            


    

     

    
      	
              14.3.

            	
              Neither
      party shall unilaterally alter or abrogate this
  contract.

            


    

     

    
      
         


      

      
         


        
          

        

      

      
         


      

    

    


    
      	
              14.4.

            	
              For
      matters not established in this contract, the parties shall negotiate
      supplementary, legally-enforceable
terms.

            


    

     

    
      	
              14.5.

            	
              This
      contract supplants previous agreements between the
  parties.

            


    

     

    
      	
              14.6.

            	
              Copy
      requirements.