Exhibit 10.62


Guaranty Contract


No. 81901200600001462 


Creditor:  Shenzhen Eastern Branch, Agricultural Bank of China


Guarantor: Xiangqian Li and BAK International Limited


Whereas: Shenzhen BAK Battery Co., Ltd. (hereinafter referred to as “Obligor”) and the Creditor have entered into the Loan Agreement (reference no.: 81101200600001989,). The Guarantor undertakes to provide guaranty for the indebtedness of the Obligor under the Loan Agreement. In accordance with relevant PRC laws and regulations and through friendly negotiation, the Parties agree to enter into this Contract:


I. Indebtedness to be secured and maximum amount


The Guarantor undertakes to provide guaranty for the loan owed by the Obligor to the Creditor under the Loan Agreement, the principal of which is RMB 200 Million yuan.


II. Scope of Guaranty 


The guaranty under this Contract shall cover all of the loan principal, interest, penalty interest, compound interest, breach of contract compensation and all the expenses such as litigation cost and lawyer’s fee etc. which are  incurred to the Creditor in realizing its creditor’s right. 


III. Method of Guaranty


The guaranty under this Contract is guaranty with joint and several liability. And in case that there is more than one guarantor under this Contract, each guarantor shall all bear joint and several liability for the indebtedness of the Obligor.











IV. Guaranty Period

	
  
1.
  	
  
The guaranty   period under this Contract shall be two years from the payment due date of  the indebtedness of the Obligor under the   Loan Agreement.
  
	
  
 
  	
  
 
  
	
  
2.
  	
  
For   acceptance of bank draft, issuance of L/C without or with reduced deposit and   bank guarantee, the guaranty period shall be two years from the date that the   Creditor bears the obligations of the Obligor.
  
	
  
 
  	
  
 
  
	
  
3.
  	
  
For discount   of commercial draft, the guaranty period shall be two years from the expiration   date of the commercial draft.
  
	
  
 
  	
  
 
  
	
  
4.
  	
  
In case that   the Obligor and Creditor reach agreement to extend the term of the loanof the   Obligor under the Loan Agreement, the Guarantor shall continue to bear the   obligation of guaranty and the guaranty period shall be two years from the   expiration of the extended term of the loan.
  
	
   
  	
  
 
  
	
  
5.
  	
  
Upon occurrence   of certain events as stipulated by laws, regulations or the Loan Agreement,   the Creditor may declare  the loan of   the Obligor become mature before the expiration of the original term. And   under such circumstance the guaranty period shall be 2 years from the mature   date of the loan as declared by the Creditor.
  




V. Representations and Warranties:

	
  
1.
  	
  
The   Guarantor shall provide truthful, complete and valid financial reports and   other relevant materials and information to the Creditor;
  
	
  
 
  	
  
 
  
	
  
2.
  	
  
The   Guarantor  shall perform the   obligation of guaranty voluntarily in case of default by the Obligor;
  
	
  
 
  	
  
 
  
	
  
3.
  	
  
In case that   the Guarantor fails to perform his/her obligation of guaranty in accordance   with this Contract, the Creditor is entitled to transfer directly the relevant   amount of deposit from any account of the Guarantor to the Creditor’s   account.
  














	
  
4.
  	
  
The   Guarantor  shall notify the Creditor   in writing within 5 days upon the occurrence of the following events:
  
	
  
 
  	
  
 
  
	
  
 
  	
  
(1)
  	
  
Thesenior   management, articles of association or corporate governance structure of the   Guarantorchanged;
  
	
  
 
  	
  
 
  	
  
 
  
	
  
 
  	
  
(2)
  	
  
The   Guarantor ceases its business operation or its business license has been revoked   or cancelled;
  
	
  
 
  	
  
 
  	
  
 
  
	
   
  	
  
(3)
  	
  
The   Guarantor’s financial status deteriorates or its business operation   encounters serious difficulty or it is involved in major litigations or   arbitrations;
  
	
  
 
  	
  
 
  	
  
 
  
	
  
 
  	
  
(4)
  	
  
The   Guarantor changes its name, address, legal representative, contact   information etc.
  
	
  
 
  	
  
 
  	
  
 
  
	
  
 
  	
  
(5)
  	
  
Any other   events of the Guarantor that may make the Creditor unable to execute its   creditor’s right.
  
	
  
 
  	
  
 
  	
  
 
  
	
  
5.
  	
  
The   Guarantor shall give 15-day prior written notification to the Creditor and   obtain the Creditor’s consent before it takes any of the following actions:
  
	
   
  	
  
 
  
	
  
 
  	
  
(1)
  	
  
The   Guarantor changes its capital structure or management system, which includes   (but not limited to) transfer of management right,  lease, share structure transformation, joint venture, merger,   acquisition, division, application for cease of business operation,   application for dissolution, application for bankruptcy, etc.
  
	
  
 
  	
  
 
  	
  
 
  
	
  
 
  	
  
(2)
  	
  
The Guarantor   provides guaranty for any other third party or establish mortgage or pledge   on its major assets for the benefit of any other third party which may affect   its performance of obligation of guaranty under this Contract.
  
	
  
 
  	
  
 
  	
  
 
  
	
  
6.
  	
  
In case that   the Obligor provides collateral to secure its loan, the Guarantor undertakes   that the obligation of guaranty has priority over the execution of the   collateral.
  














VI. Breach of Contract


The Obligor and Guarantor shall perform their obligations in accordance with this Contract after it becomes effective. In case of breach of contract by any party, the breaching party shall bear the relevant liabilities and compensate the loss incurred to the other party for its breach of contract.


VII. Dispute Settlement


In case of any dispute arising  from the performance of this Contract, such dispute shall be settled by consultation between the parties or be submitted to Shenzhen Arbitration Committee.


During the course of arbitration, the parties shall continue to perform this Contract except for the provisions at issue.


VIII. Miscellaneous


The Guarantor confirms that it has received and read the Loan Agreement. 


IX. Effectiveness


This Contract shall become effective once it is signed or sealed  by both parties. 


X. This Contract has four originals. The Guarantor shall retain one original, the Obligor shall retain one original and the Creditor shall retain two originals. Each original shall have the same legal effect.











XI. Attention


The Creditor has drawn the attention of the Guarantor to understand each clause of this Contract clearly and comprehensively and has explained the relevant clauses upon the request of the Guarantor. Both parties’ construction of this Contract is the same.

	
  Creditor: Shenzhen   Eastern Branch, Agricultural Bank of China
  
	
  
(Corporate   Seal)
  	
  
 
  
	
  
 
  	
  
 
  
	
  
By:
  	
  
/s/ Yi Zhou
  	
  
 
  
	
  
 
  	
  


  	
  
 
  
	
  
 
  	
  
Yi Zhou
  	
  
 
  
	
  
 
  
	
  
Guarantor:   BAK International Limited
  
	
  
(Corporate   Seal)
  
	
  
 
  
	
  
By:
  	
  
/s/   Xiangqian Li
  	
  
 
  
	
   
  	
  


  	
  
 
  
	
  
 
  	
  
Xiangqian   Li, [ ]
  	
  
 
  
	
  
 
  	
  
Attorney-in-fact
  	
  
 
  





	
  
Guarantor: 
  	
  
/s/   Xiangqian Li
  	
  
 
  
	
  
 
  	
  


  	
  
 
  
	
  
 
  	
  
Xiangqian Li
  	
  
 
  



Dated: November 23, 2006

Location: Shatoujiao, Shenzhen