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Original
   Shenzhen Land Use Right Transfer Agreement
   Transferee:  Shenzhen Municipal Administration of Land, Resources and Real Estate(Party A)Legal representative
    
    Name: Zhang Shiming
    
    
    
    Title: Director of the BureauAddress:
Jianyi Building, Zhenxing Road, Futian District, Shenzhen
    
    Telephone: 83788590
 Transferee: Zastron Electronic (Shenzhen) Co., Ltd.
    
    (Party B)Legal representative
    
    Name: Patinda Lei
    
    
    
    Title: ChairmanAddress: Gusu Industrial Estate, Xixiang, Baoan, Shenzhen, PRC
    
    Telephone: 27495818
 Transferee:
    
    (Party B)Legal representative
    
    Name:
    
    
    
    Title:Address:
    
    Telephone:
 Transferee:
    
    (Party B)Legal representative
    
    Name:
    
    
    
    Title:Address:
    
    Telephone:
   A614-0377 118001.3
 50
 industrial land (high-tech project).
 not a merchandise




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1)
    
    The nature of the main buildingFactory, dormitory and other supporting facility2)
    
    Building cover rate (building density):
£45%3)
    
    Building volume rate (density of floor area): £2.254)
    
    The GFA to be reckoned in volume rate shall not exceed 265,000 sqm:181,000sqm of factory, 10,000sqm of R&D, 8,000sqm of office, 61,000sqm of dormitory, and
5,000sqm of canteenArea for administration service and supporting facility shall be less than 7% of the total
land area (i.e. less than 8,260sqm),5)
    
    The floor number: 5 floors of the factory building, 15floors of the office building6)
    
    Red line leaving for road and general layoutIt shall be implemented according to Shenzhen regulations and permits HQ-2007-0052 Shenzhen
Construction Site Planning Permit.7)
    
    Green rate: /8)
    
    Construction site leveling and elevation (Huanghai Vertical Datum)It shall be controlled according to planning.9)
    
    Building distance: meet the demand of Shenzhen Urban Planning Standards and Rulesand norms.10)
    
    OthersIt shall be implemented according to Shenzhen regulations and permits HQ-2007-0052 Shenzhen
Construction Site Planning Permit.Design of all buildings shall be consistent with the existing design standards and norms of
China.
 /
 /
 8,496,094
 7,080,078)
 41,064,452
 56,640,624




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Land Use Rules Land Use Rules.




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property ownership
certificate
   Party A: Shenzhen State Land Resource and Property Management Bureau (seal)Party B: Zastron Electronic (Shenzhen) Co., Ltd. (seal)Legal Representative
    
    Legal RepresentativeAuthorized agent:
    
    Authorized agent:Signed on Jun, 30, 2007Signed in BaoanXingcheng




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1. Land Use Rules
 Shenzhen Land Use Right Transfer Agreement Land Use Right Transfer Agreement
 Definitions
 1)
    
    Terms pertaining to the Land Use Right Transfer Agreement shall be subject to definitions
hereof.
 Topographic map:
    
    refers to a map made with certain scale to demonstrate the location, boundary and area of a land.Land use right:
    
    refers to that Shenzhen State Land Resource and Property Management Bureau provides the state land
with specified block, term, purpose and other conditions to the transferee of the land use right
according to the laws, and the transferee can occupy, use, gain interests, dispose the land
according to laws so as to obtain the right of developing, operating and managing the land
according to the Land Use Right Transfer Agreement.Land use right transfer:
    
    refers to that the transferee transfers the land use right again in accordance with the laws and
the Land Use Right Transfer Agreement.Take back land without compensation:
    
    refers to that the State Land Resource and Property Management Bureau terminates the Land Use Right
Transfer Agreement in case the land user fails to perform the Agreement or breaks the Rules in
developing and constructing; or the Bureau takes back the land use right without compensation when
the term is expired, and the land user returns the land with buildings and attachments on it for
free and loses all its rights spelled out in the Land Transfer Agreement.Land use term:
    
    refers to the total years that the transferee enjoys the land use right on the land being
transferred.Coordinate:
    
    refers to a group of ordered digital used to indicate a point on the ground with measurement
method. Except otherwise




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defined, coordinate hereof is the independent
coordinate system of Shenzhen indicated by
rectangular coordinate.Point defined by boundary stake:
    
    refers to locations of the points of boundary stakes marked on the topographic map after determined
and verified on the land.Land use fee:
    
    refers to the fee paid by the land user to the government according to regulations for using the
land.Temporary land occupation fee:
    
    refers to the rent paid to state land management department by the land user according to
regulations for temporarily using the land approved by state land management department.Municipal engineering:
    
    refers to the infrastructure of the city, including road, water supply, sewage, rain, electricity,
telecommunication, street lamp, illumination, and pipeline, plant, station and field of gas, etc.,
bridge or pedestrian bridge, and other engineering.Green rate:
    
    refers to the ratio of green area to the land area within the land being used.Building cover rate:
    
    refers to the ratio of the total base area of all buildings to the land area within the land being
used.Building volume rate:
    
    refers to the ratio of the general area of all buildings to the land area within the specified land
block (auxiliary buildings are included), except buildings which is specified not to be calculated.General floor area:
    
    refers to the sum of the area of all floors. The construction area of the first floor is calculated
according to the peripheral horizontal area above the plinth of the exterior wall, the area of and
above the second floor is calculated according to the peripheral horizontal area of the exterior
wall, area of other places shall be calculated according to the Standard Measurement Construction
Area of Buildingissued by China.Main building:
    
    refers to the main building defined by the purpose of the land.Auxiliary building:
    
    refers to other buildings other than the main




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building.Office building:
    
    refers to buildings used for handling
administration issues by government organizations, enterprises and institutions.Single apartment:
    
    refers to buildings equipped with small cabinet and toilet for single employees.House:
    
    refers to buildings with numerous units for residents.Villa:
    
    refers to independent buildings for residents.Dormitory:
    
    refers to buildings for students and employees to live.Multi-functional building:
    
    refers to multi-floor or high-floor civil buildings combining a number of functions.Factory:
    
    refers to buildings for industrial production.Commercial property:
    
    refers to buildings used for providing living consumption for residents, and commercial activities
including shops, foods, hotels, entertainment, insurance, banks and securities.Property ownership certificate:
    
    refers to the document, by which, the obligee has the right to manage, operate, use and dispose the
property.
 2. Point Defined by Boundary Stake
 Land Use Right Transfer Agreement
 3. Auxiliary Engineering
 /




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4. Design, Construction and Completion
 Land Use Right Transfer Agreement
  Shenzhen Land Use Right Transfer
Agreement
  three years
 Planning Acceptance Certificate
 5. Building Maintenance Activity




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(1)
    
    Buildings or wasters (soil, gravel and construction waste) relating to the land user shall
not occupy any land or cause any damage to facilities beyond the range of the topographic map.It shall be submitted to the public security department for approval in case the land user
needs to occupy any municipal road.It shall be negotiated with the user of the other land outside of the land within the
topographic map in case the land user needs to occupy any other land. If the other land has not
been approved for any purpose, the land user shall submit the request to the municipal State
Land Resource and Property Management Bureau for approval and pay temporarily occupation fee
according to regulations.
 (2)
    
    The land user must pay attention to green and water and soil protection within and around the
land being used, and take all measures to prevent water and soil erosion, otherwise, the land
user shall bear all economic loss from that.
 (3)
    
    It is not allowed to dump or store any material or conduct any construction on public land
without permission.
 (4)
    
    The land user must ensure that sewage, dirt, malodorant and excrement which affects
environment within the land are properly treated. It is not allowed to damage the surrounding
environment.
 (5)
    
    The land user shall properly protect and avoid causing damages to the municipal facilities
within the land during the use term. Otherwise, it shall bear all expense for repairing.
     6. Water Supply and Drainage and Electricity Supply
  7. Accepting Inspection and Supervision




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Supporting Projects of Auxiliary Construction Works
  Construction Area
    
    Land AreaS/N
    
    Project
    
    (m2)
    
    (m2)
    
    Remark




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Supporting Projects of Auxiliary Public Interests Works
  Construction Area
    
    Land AreaS/N
    
    Project
    
    (m2)
    
    (m2)
    
    Remark




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Supporting Projects of Auxiliary Municipal Works
  Construction Area
    
    Land AreaS/N
    
    Project
    
    (m2)
    
    (m2)
    
    Remark




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Shenzhen
 Supplementary Agreement of Land Use Right Transfer
  Shenzhen State Land Resource and Property Management
 Bureau




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Shenzhen Supplementary Agreement of Land Use Right Transfer
 
 Shenzhen Land Use Right Transfer
Agreement
 1.
    
    Party B shall carry out settlements and compensations for the flower and tree plant on the
land with relevant department from the execution of Shenzhen Land No. (2007) 4150 Agreement to
Dec. 31, 2007. After that, Party B shall present written application to Party A and provide
notarized relevant documents which can proof that compensation and land ownership is clarified
as well.2.
    
    Party B shall pay 10% of the total price of the land of Shenzhen Land No. (2007) 4150
Agreement to Party A as the margin upon the execution of the Agreement.3.
    
    When Party B presents application to Party A as agreed by Provision 1 and Party A accepts the
application, if Party A verifies that relevant settlement is handled and land ownership is
clarified, Party A shall send Land Price Payment Notice to Party B. Party B shall pay off the
full land price agreed by Shenzhen Land No. (2007) 4150 Agreement to Party A within 30 days
from the day of the Land Price Payment Notice being sent by Party A. The margin paid by Party
B in advance shall be calculated into the land price of Shenzhen Land No. (2007) 4150
Agreement without interest. Shenzhen Land No. (2007) 4150 Agreement shall take effect from the
date of the paying off of the land price by Party B.In case Party B fails to pay off the full land price agreed by Shenzhen Land No. (2007) 4150
Agreement within 30 days from the day of the Land Price Payment Notice being sent by Party A,
Party A shall return the margin paid by Party B in advance without interest and publicly
transfer the land through bid invitation, auction and public bidding. Party B shall not present
any disagreement for that.4.
    
    Party A shall not transfer the land to Party B before Shenzhen Land No. (2007) 4150 Agreement
comes into force; Party A shall transfer the land to Party B within 30 days from the date of
the entry into force of Shenzhen Land No. (2007) 4150 Agreement; Party B shall have no
disagreement with the land being transferred with the existing situation on the transferring
day.5.
    
    In case the settlement and compensation relating to the land of Shenzhen Land No. (2007) 4150
Agreement is not finished due to the reason of or out of liabilities of Party B, Party A shall
return the margin paid by Party B in advance without interest and publicly transfer the land
through bid invitation, auction and public bidding. Party B shall not present any disagreement
for that; any disagreement presented by Party B shall not obstruct Party A to publicly
transfer the land through bid invitation, auction and public bidding.6.
    
    Party B is not allowed to start construction before Shenzhen Land No. (2007) 4150 Agreement
comes into force.7.
    
    This Agreement has the same legal effect with Shenzhen Land No. (2007) 4150 Agreement. Should
any confliction exist, this Agreement shall prevail.




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8.
    
    This Agreement is executed in five counterparts, and takes effect from the date of its
execution.
 Party A: Shenzhen State Land Resource and
    
    Party B: Zastron Electronic (Shenzhen) Co., Ltd.Property Management Bureau(seal)
    
    (seal)Legal representative:
    
    Legal representative:Authorized agent:
    
    Authorized agent:
 Signed on: Jun. 30, 2007
Signed in: BaoanXingcheng