Exhibit 10.51


 


Trust Loan Contract


 


Between


 


Huarong International Trust Co., Ltd


 


And


 


Wuhan Kingold Jewelry Co., Ltd.


 


Contract
No.: Huarong [2016] Trust No. 287- Loan No. 1


 


2016


 




     


     


    

 


Trust Loan Contract


 


Trust Loan Contract
of Huarong·Wuhan Kingold Trust Assembled Fund Trust Plan (hereinafter referred to as “the Contract”)


 


Borrower: Wuhan Kingold Jewelry Co.,
Ltd. (hereinafter referred to as “Kingold Jewelry”)


Legal representative: Jia Zhihong


Residence: Te 15, Huangpu Science &
Technology Garden, Jiang’an District


Contact person: Huang Yi


Contact number: 13971680308


 


Lender: Huarong International Trust
Co., Ltd. (hereinafter referred to as “Huarong Trust”)


Legal representative: Zhou Daoxu


Residence: 12/F, tower B,Tongtail Business
Center, No. 33, Jingrongdajie Road, Xicheng District, Beijing City


 Contact person: Chen Lei


Contact number: 010-57783682


 


The Borrower and the Lender are hereinafter
called as “party” personally and “both parties” jointly.


 


Whereas:


 


Owing to demand for
supplementing working capital, the Borrower applies for trust loan to The Lender. The Lender agrees to issue trust loan to the
Borrower with the trust capital under the Huarong·Wuhan Kingold Trust Assembled Fund Trust Plan.


 


The contract is made
in line with the Contract Law and other relevant laws and regulations to specify the rights and obligations of both parties after
reaching consensus through consultation.


 


Definitions and
Interpretation


 


In the Contract, save
where the context or text otherwise requires, the following words and expressions shall have the following meanings:


 


Trust Loan:
refer to the loan issued to the Borrower with the trust capital under the Huarong·Wuhan Kingold Trust Assembled Fund Trust
Plan, including various loans issued one time or many times. Save it otherwise requires, “loan”
in the Contract has the same meaning with trust loan.


 


Repayment:
refer to the loan capital payment prescribed in the Contract.


 




     


     


    

  


Contract of Pledge:
refers to the Contract of Gold Pledge of Huarong·Wuhan Kingold Trust Assembled Fund Trust Plan, with the number: huarong
trust [2016] zhi [287]-1, signed by The Lender and Pledgor, and any valid modification and supplementation.


 


Contract of Guaranty:
refers to “the Contract of Guaranty of Huarong·Wuhan Kingold Trust Assembled Fund Trust Plan, with the number: huarong
trust [2016] bao [287]-1, signed by The Lender and Pledgor, and any valid modification and supplementation.


 


Transaction document:
refers to the general term of the Contract, Financial Regulatory Agreement, and Regulatory Agreement of Pledge of Movables, Contract
of Pledge and Contract of Guaranty and legal documents which prescribe the obligation or responsibility of the Borrower for performing
the agreement.


 


Trust Contract:
refers to the Trust Contract of Huarong·Wuhan Kingold Trust Assembled Fund Trust Plan signed by bailee and bailor under
the trust scheme, and any valid modification and supplementation.


 


Specification of
Trust Plan: refers to Specification of Trust Plan of Huarong·Wuhan Kingold Trust Assembled Fund Trust Plan and
any valid modification and supplementation.


 


Letter of Statement
of Subscription Risk: refer to Letter of Statement of Subscription Risk of Trust Plan of Huarong·Wuhan Kingold Trust
Assembled Fund Trust Plan and any valid modification and supplementation.


 


Trust Document: refers
to the general terms of Trust Contract, Specification of Trust Plan and Letter of Statement of Subscription Risk.


 


Trust Plan/Trust:
refers to Huarong·Wuhan Kingold Trust Assembled Fund Trust Plan


 


Date of Loan: refers
to the date of establishment of the trust plan or the starting date of each allocation specified on the certificate of indebtedness
of loan when making allocation for several times.


 


Expiration Date:
refers to the date since the date of each loan with 24 months at the expiration, and the date for the confirmation of notification
that the Lender announces the advanced expiration of loan.


 


Prepayment:
the Borrower prepays all or part of loan capitals before the repayment date prescribed in the Contract.


 


Date of prepayment:
refers to the date when the Borrower prepays all or part of loan capitals before the repayment date prescribed in the Contract.


 


Expiration:
means that the expiring date prescribed in the Contract is due or the Lender pronounces that the loan is due in advance.


 




     


     


    

 


RMB Loan Account:
refers to the bank account appointed by the Borrower, used for accepting the loan issued by The Lender.


 


Workday: refers
to any day except national holiday and public holiday.


 


CBRC: refers
to China Banking Regulatory Commission and its agencies.


 


Year: refers
to every calendar year.


 


Quarter: refers
to the natural quarter of calendar year, namely 1-3 as the first quarter, 4-6 as the second quarter, and 7-9 as the third quarter
and 10-12 as the fourth quarter.


 


Month: refers
to every calendar month.


 


RMB: lawful
money of the People’s Republic of China.


 


Yuan: refers
to monetary unit of RMB.


 


2. Words or abbreviation
not defined in the Contract have the same definitions with relevant words or abbreviation in Trust Contract or other trust documents.


 


3. Titles of terms and
attachment in the Contract are set solely used for the convenience of reference and are not deemed to be as the interpretation
of the term or attachment.


   


Article 1 Loan
Type


 


The loan under the Contract
is loan of working capital.


 


Article 2 Currency
of Loan


 


The currency of loan
under the Contract is RMB.


 


Article 3 Purpose
of Loan


 


The Borrower shall use
the loan to supplement working capital. The Borrower is not allowed to change the purpose of loan without the written permission
of The Lender, including but not limited to, that the Borrower is not allowed to use the loan for investment of stock, futures,
financial derivative instrument, etc. or projects prohibited by any law, regulation, regulatory provision and national policy or
projects without approval granted and prohibit the project and purpose of loan investment.


 




     


     


    

 


Article 4 Amount
of Loan


 


The amount of loan under
the Contract is One Billion Yuan (Capital), RMB 1,000, 000, 000.00 Yuan (small). The specific amount of loan shall follow the amount
specified on “the certificate of indebtedness of loan”. In case trust plan is issued or the allocation is made partially,
the amount of loan under the Contract shall follow the total amount of loan specified on “the certificate of indebtedness
of loan”.


 


Article 5 Life
of Loan


 


The estimated period
of each loan under this Agreement shall start from the loan lending day (included) and end at the last day of [24] months later
(excluded, hereinafter referred to as "loan maturity date"). If the loan expires at the end of the quarter (i.e., 20th
(included) day to the last day (included) of the final month of the period) or the People's Republic of China (for the purposes
of this Agreement, the PRC excluding the Hong Kong Special Administrative Region, MSAR and Taiwan) statutory holidays, with the
borrower's written application and the lender's approval, the maturity date of the loan may be extended to one of the first 3 working
days of the first month of the next quarter, or one of 3 working days after statutory holidays.


 


Article 6 Interest
Rate and Interest of Loan


 


6.1 The loan interest
is calculated since the date of loan.


 


6.2 The interest on
loan under the Contract is paid for two parts.


 


6.2.1 For each loan,
the lender will receive a special interest for a period of 2 years within 3 working days from the lending date of the loan on a
basis of 1% per year. The specific interest amount charged is actual loan amount × 1% × 2. To avoid disputes, both
parties confirm:


(1) The
special interest received by the lender in accordance with the provisions of this clause shall not be due to the repayment of the
loan prior to the expiry date of each loan according to Article 5 of this Agreement, and the borrower shall be in accordance with
the agreement, except as provided for in item (2) below.


(2) In
accordance with this Agreement, the borrower repays the loan if the price of the pledged gold is lower than the warning line, and
the special interest charged on the prepaid principal amount (hereinafter referred to as "overpayment of interest") may
be borrowed. The person shall pay off the amount due to the lender when the lender finalizes the final loan principal and interest
under this contract, in respect of any overdue interest on the aforementioned prepayment in advance = ∑ This advance payment
is used to repay this contract. The principal amount of the i-th loan under the item x 1% × the actual number of days from
the date of repayment of the i-th loan principal (inclusive) to the ending (excluding) period of the i-th loan scheduled due date
÷ 360. Among them, i refers to each loan under this contract, which is 1, 2, 3......


  




     


     


    

 


6.2.2 Except
for the above-mentioned one-off special loan interest, other loan interest (hereinafter referred to as “general interest”)
under this Agreement will be charged on a daily basis. For each loan, the general interest is calculated based on the actual number
of days between the date of the loan deduction (inclusive) and the completion of the entire principal repayment of the loan under
this Agreement (excluding the actual day). The general interest receivable on a daily basis = the principal balance of the loan
on that day × 6.5% ÷ 360. For each loan, the settlement date of the general interest on the loan under this Agreement
is the 21st day of the end of the natural season (ie March, June, September and December) and the pen Loan due date. The Borrower
shall, on each settlement date, consolidate the unpaid general interest payable on each of the loans up to and including the settlement
date to the lender's designated account as stipulated in this Agreement. If part of the principal repays during the period, the
general interest paid with the principal will be deducted accordingly.


 


Whenever the
borrower repays the principal of the loan, the borrower shall settle the unpaid general interest corresponding to the principal
of the loan and pay it to the lender, and the unpaid amount corresponding to the principal of the loan shall be payable. General
interest is calculated until the date on which the loan principal is repaid (excluding), and the balance of the loan principal
is deducted on the date of repayment of the principal of the loan.


   


Article 7 Issue
of Loan


 


7.1 Unless The Lender
gives up all or part of conditions, only after satisfying the following prerequisites for issuing a loan, The Lender is in duty
bound to issue a loan to the Borrower.


 


(1) The Contract has
been signed.


 


(2) The Borrower has
submitted the completed “Certificate of Indebtedness of Loan” according to the requirement of The Lender.


 


(3) Trust plan has been
established.


 


(4) Contract of Guaranty
has been signed.


 


(5) Contract of Pledge
has been signed and the gold pledge procedure has been taken.


 


(6) Notarial acts for
compulsory execution of the Contract and the abovementioned contracts have been transacted.


 


(7) Safe Lease has been
signed and taken effect.


 


(8) Retention Agreement
has been signed and taken effect.


 


(9) Property insurance
for the pledge has been obtained.


 


7.2 Arrangement for
Issue of Loan


 


After satisfying the
conditions for issuing a loan prescribed in the Contract, The Lender should transfer the capital of loan into the following RMB
loan account opened by the Borrower:


 




     


     


    

 


7.3 Once the loan under
the Contract is transferred from the account of The Lender, it is deemed to that The Lender has fulfilled the obligation of issuing
the loan.


  


Article 8 Repayment
of Principal with Interest


 


8.1 Repayment Date


 


the day on which the
borrower repays the principal of the loan to the lender in accordance with this Agreement, that is, the day upon "6"
months, "12" months, "18" months passing by after issuing the loan and the maturity date of the loan.


 


8.2 Repayment of principal


The loan under this
Agreement is repaid on different repayment days. The repayment method is as follows:


(1)The borrower shall
repay the loan principal amount of 2.5% of the loan amount on the day of 6 months from the date of each loan deduction;


(2) The borrower shall
repay the loan principal of 2.5% of the loan amount on the day of 12 months from the date of each loan deduction;


(3) The borrower shall
repay the loan principal amount of 2.5% of the loan amount on the day of the full 18 months from the date of issuance of each loan;


(4) The borrower shall
repay the remaining loan principal of the loan on the date of expiry of each loan term.


The lender has the right
to adjust the amount of the loan principal to be repaid by the borrower on the above-mentioned repayment date according to the
actual situation of the trust plan, but the borrower shall be notified in writing after the date of loan deduction, and the adjusted
amount shall not exceed the aforementioned amount.


 


8.3 The Borrower
shall transfer the payment payable to the following account appointed by The Lender on the interest payment date and repayment
date.


 


8.4 The Lender is entitled
to firstly use the payment of the Borrower to pay off all expenses which should be undertaken by the Borrower but are paid by The
Lender for the Borrower prescribed in the Contract and expenses for The Lender achieving creditor’s right. The payment of
the Borrower is insufficient to pay off the payable amount of The Lender (including but not limited to loan principal, interest,
liquidated damages, compensation for damage, expense for achieving the creditor’s right and other expenses payable) under
the Contract. The Lender is entitled to decide which payment is preferentially applied to the sequence of refunding principal,
interest and other expenses.


 


8.5 Without written
consent of the Lender, the Borrower should not repay in advance.


 


8.6 The borrower may
apply for the early repayment of all or part of the loan principal of the loan after 12 months from the date of any loan deduction
(including that date), but the borrower must submit an application in writing to the lender 30 days in advance. And the written
consent of the lender. If the borrower repays the loan principal in advance, the unpaid general interest payable and other payables
(if any) corresponding to the principal of the prepaid loan shall be settled together.


 




     


     


    

 


Article 9 Measures
of Guarantee and Credit Promotion


 


9.1 All debts under
the Contract, including but not limited to all principals, interest (including compound interest and default interest), liquidated
damages, compensation and other payment that the Borrower shall pay to The Lender are guaranteed by guarantor in the following
manners.


 


(1) In accordance with
Contract of Pledge numbered huarong trust [2016] zhi [287]-1, Pledgor provides pledge guarantee with the pledge it legally owns.


 


(2) In accordance with
Contract of Guaranty of numbered huarong trust [2016] bao [287]-1, Guarantor provides guarantee warranty with joint liability.


 


Article 10 Rights
and Obligations of Borrower


 


10.1 Rights of Borrower


 


(1) Entitled to require
The Lender to issue loan according to stipulations of the Contract;


 


(2) Entitled to use
the loan for the purpose agreed in the Contract;


 


(3) Entitled to require
The Lender to keep the relevant financial information and commercial secrets about production and management in confidentiality,
save where laws and regulations otherwise require.


 


10.2 Obligations of
Borrower


 


(1) During the term
of loan, it must provide balance sheet, profit and loss statement, cash flow statement and other required relevant data to The
Lender, within 15 days in the end of each financial year and take responsibility of the authenticity, completeness and validity
of the foregoing provided documents and data.


 


(2) Use the loan for
the purpose agreed in the Contract and cannot forcibly occupy and misappropriate it.


 


(3) Actively cooperate
and consciously accept the investigation and supervision of The Lender on its production and management, financial activity and
loan utilization under the Contract.


 


(4) Pay off principal
and interest of loan on schedule in accordance with stipulations of the Contract.


 




     


     


    

 


(5) The Borrower and
its investor are not allowed to secretly withdraw funds or transfer assets or evade debts to The Lender by connected transaction.


 


(6) In case the Borrower
makes new investment and financing, or provides warranty for others’ debt before paying off principal and interest of loan,
the Borrower shall notice the Lender in written form and secure the written consent of the Lender.


 


(7) During the period
of validity of the Contract, in case that the Borrower and Guarantor alter name, address and legal representative, they should
notice the Lender in writing within seven working days days since the date of alteration. Otherwise, relevant documents sent by
the Lender based on the original name, address and legal representative are deemed as delivered.


 


(8) In case the Guarantor
under the Contract suffers production halts, discontinuation of business, cancellation of registration, cancellation of business
license, bankruptcy, revocation and operating losses and partly or all loses the guarantee ability corresponding to the loan or
the value of mortgage and pledge as the guarantee of loan under the Contract reduces, damaged or lost or the guarantee is not established
validly, or the Guarantor is unauthorized to cancel the registration of pledge and transfer the pledge and takes other acts of
disposition which impact the performance of right of pledge, the Borrower shall promptly provide the Lender other recognized guarantee.
In case the Borrower fails to keep the commitment according to requirement of the Lender, the Lender is entitled to proclaim that
the loan is due in advance and the Borrower shall prepay all principal and interest of the loan based on requirements of the Lender
and provide indemnity to the Lender for the caused loss.


 


(9) During the duration
of contract, in case the Borrower or its related party, dominant stockholder and guarantor has consolidation, separation, alternation
of stock rights, increase and decrease of capital, joint stock, consortium, production halts, discontinuation of business, cancellation
of registration, cancellation of business license, revocation and forced application for bankruptcy, foreclosure and litigation,
arbitration, great dispute, serious difficulty in production and management, deterioration of financial condition, involvement
in illegal fund-raising, and the legal representative or person chiefly in charge and actual controller takes illegal actions,
the change of marital status, administrative penalty or criminal punishment, unfavorable change of financial condition, litigation,
arbitration and great dispute and the Lender considers what may bring adverse influence on the obligation of the Borrower of repayment
under the Contract, the Lender is entitled to request the Borrower to implement the settlement of debt, guarantee or other remedial
measures under the Contract and the Borrower shall prepay all principal and interest of the loan based on requirements of the Lender
and provide indemnity to the Lender for the caused loss. In case of the said circumstances, the Borrower shall notice the Lender
in writing within two days since the date of occurrence. Otherwise, the Lender is entitled to ask the Borrower to hold responsible
for breach of contract.


 


(10) The Borrower shall
bear expenses of evaluation, registration, notarization and lawyer service related to guarantee under the Contract.


 




     


     


    

 


Article 11 Rights
and Obligations of the Lender


 


11. 1 Rights of the
Lender


 


(1) The Lender is entitled
to request the Borrower to repay the principal, interest and expenses of the loan on schedule, exercise other rights agreed in
the Contract and perform other obligations under the Contract.


 


(2) Collect loan principal,
interest, overdue interest, default interest, compound interest, liquidated damages and other payable expenses in accordance with
law or provisions of the Contract.


 


(3) The Lender is entitled
to understand the production and management, financial activity, construction of project for the loan and its operation of the
Borrower and request the Borrower to provide relevant information.


 


(4) The Lender is entitled
to investigate and supervise the usage of loan.


 


11.2 Obligations of
the Lender


 


(1) Issue the loan on
schedule based on the Contract, save the delay due to reason of the Borrower or other reasons not concerned about the Lender.


 


(2) Keep the financial
information provided by the Borrower and the commercial secret about production and management in confidentiality, save the laws
and regulations otherwise requires.


 


Article 12 Management
after Loan


 


12.1 Within period of
loan, the Borrower has the obligation to coordinate with the Lender to make investigation on the usage of loan capital under the
Contract, including but not limited to that the Borrower shall provide the Lender relevant contract, agreement, payment document
and certificate of ownership.


 


12.2 The Lender is entitled
to investigate the performance, credit standing and business condition of the Borrower. The Borrower has the obligation to submit
relevant data based on requirements of the Lender.


 


Article 13 Items
of Notarization


 


13.1 The Lender and
the Borrower shall transact notarization of document of obligation which endows the Contract with compulsory execution effect after
signature. The Borrower shall bear the expense arising from notarization.


 


13.2 The Lender and
the Borrower hereby confirm that the debtor-creditor relationship in the Contract is definite, without doubts on all agreed rights
and obligations for both parties. In case the Borrower fails to fulfill or inappropriately fulfills any obligation agreed in the
Contract, the Borrower is willing to receive compulsory execution, without any judicial proceeding. The Lender can directly apply
for compulsory execution to people’s court with right of jurisdiction in line with provisions of Civil Procedure. Meanwhile,
the Borrowers waives right of defense.


 




     


     


    

 


13.3 The agreement on
notarization of compulsory execution in the Article is prior to execution of Article, “dispute resolution” in the Contract.


 


Article 14 Statement
and Guarantee


 


14.1 Statement and guarantee
of the Borrower are as follows:


 


(1) The Borrower is
a legally registered and validly existing business entity and is entitled to dispose property under its management, operate the
business related to purpose of loan under the Contract and sign and fulfill the Contract.


 


(2) The signing of the
Borrower on the Contract has achieved the approval or authorization of board of shareholders of Company or other competent authorities
and external competent authorities (if necessary); all responsibilities caused by the Borrower for having no right to sign the
Contract shall be undertaken by the Borrower, including but not limited to proving compensation for loss to the Lender in full
amount.


 


(3) There is no conflict
for the signing and fulfillment of the Borrower for the Contract with provisions (such as articles of association) which are binding
for the Borrower and assets and other agreement (including but not limited to investment and financing abroad, warranty provided
to others and/or itself).


 


(4) All documents and
information, including but not limited to transaction contract, agreement, relevantly financial statement, contract under the performance,
signed with other financing institutions and contract providing warranty to others and/or itself shall be true, correct, legal,
valid and complete.


 


(5) When signing the
Contract, no litigation, arbitration or criminal and administrative punishment which causes seriously adverse consequences on the
Borrower or main property of the Borrower take place and such litigation, arbitration or criminal and administrative punishment
will not take place during the execution of the Contract. If happens, the Borrower shall immediately notice the Lender based on
provision of the Contract.


 


(6) The Borrower possesses
sustainable operation ability and legal source of repayment.


 


(7) In case the Borrower
is in default on principal and interest of the loan or any other default, the Lender is entitled to notice related department or
unit and make collection by announcement via news media.


 


(8) The Borrower shall
operate legally, with sound credit standing, without poor credit record such as credit default and evasion and rejection of bank
debts.


 




     


     


    

 


(9) The Lender has the
right to provide the loan information of the Borrower to the national financial credit information basic data center according
to the credit management rules.


 


14. 2 Statement and
guarantee of the Lender are as follows:


 


(1) The Lender is a
legal trust company approved by China Banking Regulatory Commission and approved business contains the fiduciary activities including
events involved in the Contract. The Lender has full capacity for civil conduct as the non-bank financial institution in China.


 


(2) The Lender issues
trust loan to the Borrower with the trust capital under the trust plan and Huarong Trust has legal right of disposition of trust
property.


 


Article 15 Responsibility
of Default


 


15.1 Any party shall
take the responsibility of default by law if not performing or incompletely performing the obligations agreed in the Contract.


 


15.2 If the borrower
fails to repay the principal or interest of any loan under the contract according to the agreement, the lender shall have the right
to charge the borrower’s overdue principal at the rate of 150% of the daily interest rate of the loan on a daily Interest
paid is calculated on a daily basis at 150% of the daily interest rate on the loan (to avoid disputes, the daily interest rate
for loans is uniformly priced at 7.5%÷360, the same below). At the same time, the lender has the right to expedite some
or all of the trust loans due under this contract, and the lender may request the borrower to pay the penalty of 20% of the principal
balance of the loan at that time.


 


15.3 If the borrower
fails to use the loan for the purposes agreed in this contract, the lender has the right to use the loan for breach of contract
by the borrower according to the number of days in breach of the contract, and collects interest on a daily basis at 200% of the
daily interest rate of the loan (to avoid any controversy, the loan date of the interest rate is uniformly priced at 7.5% (360%).
At the same time, the lender is entitled to expedite some or all of the trust loans due under this contract, and the lender may
request the borrower to pay the default penalty of 20% of the principal balance of the loan at that time.


 


15.4 In case of the
following behaviors, the Lender is entitled to announce the acceleration of maturity of loan, stop issuing the funds which have
not been withdrew by the Borrower and withdraw all loans in advance. The Borrower shall pay all payable but unpaid principal, interest
and expenses under the Contract by the date determined in notice of the acceleration of maturity. The Borrower shall amend and
take remedial measures satisfied to the Lender within 5 days after receiving the notice of the Lender.


 


(1) Provide the Lender
with false or subreptitious balance sheet, profit and loss statement and other financial information, contract and agreement related
to the transaction, etc.


 




     


     


    

 


(2) Violate this Contract
by not notifying the Lender under the circumstances that it should notify the Lender, or not adopting payment, guarantee or other
remedial measures under this Contract;


 


(3) In case of the following
situations that the Lender holds it may endanger the safety of creditor’s right under the Contract: the Borrower fails to
fulfill other matured debts (including the matured debts to the Lender or the third party), assign property with low price and
without reward, abate debts of the third party, negligent in exercising creditor’s rights or other rights or proving warranty
for the third party;


 


(4) The important part
of or all properties are occupied by other creditor or taken over by the assigned consignee, recipient or similar personnel or
the properties are distrained or frozen, which may cause loss to the Lender;


 


(5) In case of alteration
on matters of industrial and commercial registration such as corporate shareholder, residence, contact address, business scope
and legal representative or significant investment abroad that may affect or threaten the achievement of creditor’s right
of the Lender;


 


(6) Involved in significant
economic dispute or deterioration of financial conditions which may affect or threaten the achievement of creditor’s right
of the Lender;


 


(7) Warranty has not
been established validly or cancelled arbitrarily, or the value of guarantees and pledge used for warranty has been or may be reduced,
or warrantor may lose qualification or ability of warranty.


 


(8) During the life
of loan set forth in the Contract, the Borrower defaults to any creditor;


 


(9) Any precondition
for issuing a loan agreed in the Contract has not been satisfied continuously.


 


(10) Any behavior or
situation which may threaten the achievement of creditor’s right of the Lender or cause loss.


 


15.5 In case the Borrower,
guarantor or the opposite side of transaction document violates the agreement of transaction document, the Lender is entitled to
pronounce the acceleration of maturity of the loan, stop issuing the funds which have not been withdrew by the Borrower and withdraw
all loans in advance. The Borrower shall pay all payable but unpaid principal, interest and expenses under the Contract by the
date determined in notice of the acceleration of maturity.


 


15.6 In case two and
above matters of default take place simultaneously; the foregoing funds can be applied repeatedly.


 




     


     


    

 


Article 16 Validation,
Alteration and Termination of Contract


 


16.1 The Contract shall
take effect since the date when the legal representatives or authorized representatives of both the Lender and the Borrower sign
or seal and stamp the official seal of unit or special seal for contract and terminate since the date when all loan principal,
interest, compound interest, default interest, liquidated damages and all payable expenses are paid off.


 


16.2 The Lender can
transfer all or part of creditor’s right of loan under the Contract to the third party after the validation of the Contract.
But the Borrower is not allowed to transfer its rights and obligations under the Contract to the third party without permission
of the Lender.


 


Article 17 Ways
of Dispute Resolution


 


17.1 Both parties shall
solve disputes arising from the process of contract performance by friendly negotiation. In case no settlement can be reached through
negotiation, the parties can prosecute to people’s court with right of jurisdiction in the domicile of the Lender or apply
for compulsory execution to people’s court with right of jurisdiction.


 


17.2 During negotiation
and litigation and the Borrower is applied to execute, for other terms without disputes under the Contract, the Lender and the
Borrower shall still execute.


 


17.3 Any dispute arising
from the signing and performance of the Contract and interpretation of terms under the Contract are subject to laws and regulations
of People’s Republic of China (for the purpose of the Contract, not including laws and regulations of Hong Kong, Macao Special
Administrative Region and Taiwan) and interpreted by these.


 


Article 18 Notification
and Delivery


 


18.1 All notifications
of both parties are in written form and can be delivered by personal service, registered letter service and express mail service.
The fax can be auxiliary mode of service but shall be made supplementary service in the foregoing stipulated manner.


 


18.2 Save the Contract
otherwise requires, notification is deemed to be delivered to notified party on the following date.


 


(1) Personal service:
date stated in the signature form of notified party received by notifying party.


 


(2) Registered letter
service: the seventh day after the date when sending the receipt of registered letter at home possessed by notifying party


 


(3) Express mail service:
the third day after postmark date after sending the delivery certificate possessed by notifying party


 


(4) Fax: the first workday
after receiving the confirmation of successful delivery


 




     


     


    

 


18.3 Both parties agree
that their contact and communication method follow the information written at head of the body of this contract


 


18.4 During the life
of loan, in case the contact address or contact information of one party changes, it shall notice the other party within seven
workdays since the date of change in writing. If failing to immediately notice the other party in case of any change, the notification
sent by one party to the other is deemed to be delivered.


 


Article19 Confidentiality


 


19.1 Both parties take
the confidentiality obligation for the Contract and events related to the Contract. One party is not allowed to disclose any event
related to the Contract to the third party without the written permission of the other party, save the following situations.


 


(1) The Lender fulfills
the obligation of information disclosure stipulated by laws and regulations or trust document and discloses to trustor and beneficiary.


 


(2) Disclose to staff
such as auditor and lawyer entrusted in business, with the premise that the staff must take confidentiality obligation for information
related to the Contract perceived from their work;


 


(3) Such information
and document may be obtained through public approach or the disclosure of such information is the requirement of laws and regulations;


 


(4) Disclosure related
to the Contract made to court or based on requirement of disclosure procedure or similar procedure before litigation or adopted
legal procedure;


 


(5) Disclosure made
by the Lender to the financial regulatory institution in accordance with the requirements of financial regulatory institution.


 


19.2 In any case, the
confidentiality obligation stipulated in this section shall be permanently and continuously valid.


 


Article 20 Force
Majeure


 


20.1 Force majeure in
the Contract refers to any unforeseeable, unavoidable and insuperable objective circumstances, including but not limited to flood,
earthquake and other natural disasters, war, epidemic situation, disturbance, strike and act of government, etc.


 


20.2 In case one party
of the Contract fails to completely or partly fulfill the Contract due to force majeure, it shall notice the other party in writing
within 5 days since the occurrence of force majeure and provide the detailed information of events and documentary evidence that
relevant competent authority and functional department prove that the Contract cannot be fulfilled completely or partly within
15 days.


 




     


     


    

 


20.3 Any party shall
not take responsibility of default in case it fails to completely or partly fulfill the Contract due to force majeure but it shall
take all necessary and appropriate actions to minimize the losses caused to the other party.


 


 Article 20. Relevant Bank Accounts


 


20.1 The account of borrower under this contract:


Account name: Wuhan
Kingold Jewelry Co., Ltd


 


Account number:


 


Opening Bank:


20.2 The account of lender under this contract


Account name: Huarong International Trust
Co., Ltd


 


Account number:


 


Opening bank:


 


The Borrower has read
all terms of the Contract. At the request of the Borrower, the Lender has made corresponding stipulation about the Contract. The
Borrower has completely understood the meaning of contract terms and corresponding legal consequence. The Borrower is entitled
to sign the Contract.


 


(There is no body in
the following)


 


[This page is the signature page of the
Trust Contract of Huarong·Wuhan Kingold Trust Assembled Fund Trust Plan, with the number: Huarong [2016] Trust No. 287-
Loan No. 1, no body.]


 


The Borrower: Wuhan Kingold Jewelry Co.,
Ltd. (official seal or special seal for contract)


 


Legal representative or authorized representative
(sign or seal)


 


The Lender: Huarong International Trust
Co., Ltd (official seal or special seal for contract)


 


Legal representative or authorized representative
(sign or seal)


 


Date of signature: March 3, 2017


 


Address of signature: Xicheng District,
Beijing City


 




     


     


    

 


Huarong International Trust Co., LTD.


 


and


 


Wuhan Kingold Jewelry Co., Ltd.


 


Trust Loan Agreement Signed between


 


Supplementary Contract of 


 


Contract No.: Huarong [2016] Trust
No. 287- Loan No. 1- Supplement No. 1


 




    	 	1	 



     


    

 


Borrower: Wuhan Kingold Jewelry Co., Ltd.
(hereinafter referred to as “Kingold Jewelry”)


Legal representative: Jia Zhihong


Residence: Te 15, Huangpu Science & Technology
Garden, Jiang’an District


Contact person: Huang Yi


Contact number: 13971680308


 


Lender: Huarong International Trust Co., Ltd.
(hereinafter referred to as “Huarong Trust”)


Legal representative: Zhou Daoxu


Residence: 12/F, tower B,Tongtail Business
Center, No. 33, Jingrongdajie Road, Xicheng District, Beijing City


Contact person: Chen Lei


Contact number: 010-57783682


 


Whereas,


 


1.  the
borrower and the lender signed Trust Loan Agreement (hereinafter referred to as "the Original Contract") filed
as Huarong [2016] Trust No. 287- Loan No. 1 to stipulate loan issuing from the borrower to the lender and principal and interest
repayment etc. relevant matters.


 


2.  As
at the day of the signing of this supplementary contract, the lender has not yet made payment to the borrower.


 


Based on friendly consultations, the two
parties amended items including the loan interest, loan period and other matters under the Agreement, and jointly entered into
this supplementary contract which shall be jointly observed.


 




    	 	2	 



     


    

 


I. Modify the contents
of article 5 of the Original Agreement


 


As specified in the
Article 5 of the Agreement:


 


5 Life of loan: the
estimated period of each loan under this Agreement shall start from the loan lending day (included) and end at the last day of
[24] months later (excluded, hereinafter referred to as "loan maturity date"). If the loan expires at the end of the
quarter (i.e., 20th (included) day to the last day (included) of the final month of the period) or the People's Republic of China
(for the purposes of this Agreement, the PRC excluding the Hong Kong Special Administrative Region, MSAR and Taiwan) statutory
holidays, with the borrower's written application and the lender's approval, the maturity date of the loan may be extended to one
of the first 3 working days of the first month of the next quarter, or one of 3 working days after statutory holidays.


 


Now Article 5 of the
Original Agreement is modified as follows:


 


5 Term of loan: the
estimated period of each loan under this Agreement shall start from the loan lending day (included) and end at the last day of
[12] months later (excluded, hereinafter referred to as "loan maturity date"). If the loan expires at the end of the
quarter (i.e., 20th (included) day to the last day (included) of the final month of the period) or the People's Republic of China
(for the purposes of this Agreement, the PRC excluding the Hong Kong Special Administrative Region, MSAR and Taiwan) statutory
holidays, with the borrower's written application and the lender's approval, the maturity date of the loan may be extended to one
of the first 3 working days of the first month of the next quarter, or one of 3 working days after statutory holidays.


 


II. Modify the
contents of article 8.1 of the Original Agreement


 


As specified in Article
8.1 of the Original Agreement:


 


8.1  Repayment
Date: the day on which the borrower repays the principal of the loan to the lender in accordance with this Agreement, that is,
the day upon "6" months, "12" months, "18" months passing by after issuing the loan and the maturity
date of the loan.


 


Now Article 8.1 of the
Original Agreement is modified as follows:


 


8.1  Repayment
Date: the day on which the borrower repays the principal of the loan to the lender in accordance with this Agreement, that is,
the day upon "6" months passing by after issuing the loan and the maturity date of the loan.


 




    	 	3	 



     


    

 


III. Modify the
content of article 6.2.1 of the Original Agreement


 


As specified in Article
6.2.1 of the Original Agreement:


 


6.2.1  For
each loan, the lender will receive a special interest for a period of 2 years within 3 working days from the lending date of the
loan on a basis of 1% per year. The specific interest amount charged is actual loan amount × 1% × 2. To avoid disputes,
both parties confirm:


 


(1) The
special interest received by the lender in accordance with the provisions of this clause shall not be due to the repayment of the
loan prior to the expiry date of each loan according to Article 5 of this Agreement, and the borrower shall be in accordance with
the agreement, except as provided for in item (2) below.


 


(2) In
accordance with this Agreement, the borrower repays the loan if the price of the pledged gold is lower than the warning line, and
the special interest charged on the prepaid principal amount (hereinafter referred to as "overpayment of interest") may
be borrowed. The person shall pay off the amount due to the lender when the lender finalizes the final loan principal and interest
under this contract, in respect of any overdue interest on the aforementioned prepayment in advance = ∑ This advance payment
is used to repay this contract. The principal amount of the i-th loan under the item x 1% × the actual number of days from
the date of repayment of the i-th loan principal (inclusive) to the ending (excluding) period of the i-th loan scheduled due date
÷ 360. Among them, i refers to each loan under this contract, which is 1, 2, 3......


 


Now Article 6.2.1 of
the Original Agreement is modified as follows:


 


6.2.1 For each loan,
the lender will receive a special interest for a period of 1 year within 3 working days from the lending date of the loan on a
basis of 1.5% per year. The specific interest amount charged is actual loan amount × 1.5%. To avoid disputes, both parties
confirm:


 


(1) The
special interest received by the lender in accordance with the provisions of this clause shall not be due to the repayment of the
loan prior to the expiry date of each loan according to Article 5 of this Agreement, and the borrower shall be in accordance with
the agreement, except as provided for in item (2) below.


 




    	 	4	 



     


    

 


(2)
In accordance with this Agreement, the borrower repays the loan if the price of the pledged gold is lower than the warning line,
and the special interest charged on the prepaid principal amount (hereinafter referred to as "overpayment of interest")
may be borrowed. The person shall pay off the amount due to the lender when the lender finalizes the final loan principal and interest
under this contract, in respect of any overdue interest on the aforementioned prepayment in advance = ∑ This advance payment
is used to repay this contract. The principal amount of the i-th loan under the item x 1.5% × the actual number of days from
the date of repayment of the i-th loan principal (inclusive) to the ending (excluding) period of the i-th loan scheduled due date
÷ 360. Among them, i refers to each loan under this contract, which is 1, 2, 3......


 


IV. Content
of article 6.2.2 of the Original Agreement is modified


 


As specified in Article
6.2.2 of the Original Agreement:


 


6.2.2Except for
the above-mentioned one-off special loan interest, other loan interest (hereinafter referred to as “general interest”)
under this Agreement will be charged on a daily basis. For each loan, the general interest is calculated based on the actual number
of days between the date of the loan deduction (inclusive) and the completion of the entire principal repayment of the loan under
this Agreement (excluding the actual day). The general interest receivable on a daily basis = the principal balance of the loan
on that day × 6.5% ÷ 360. For each loan, the settlement date of the general interest on the loan under this Agreement
is the 21st day of the end of the natural season (ie March, June, September and December) and the pen Loan due date.
The Borrower shall, on each settlement date, consolidate the unpaid general interest payable on each of the loans up to and including
the settlement date to the lender's designated account as stipulated in this Agreement. If part of the principal repays during
the period, the general interest paid with the principal will be deducted accordingly.


 




    	 	5	 



     


    

 


Whenever the borrower
repays the principal of the loan, the borrower shall settle the unpaid general interest corresponding to the principal of the loan
and pay it to the lender, and the unpaid amount corresponding to the principal of the loan shall be payable. General interest is
calculated until the date on which the loan principal is repaid (excluding), and the balance of the loan principal is deducted
on the date of repayment of the principal of the loan.


 


Now Article 6.2.2 of
the Original Agreement is modified as follows:


 


6.2.2 Except
for the above-mentioned one-off special loan interest, other loan interest (hereinafter referred to as “general interest”)
under this Agreement will be charged on a daily basis. For each loan, the general interest is based on the actual number of days
from the date of the loan deduction (inclusive) to the date of the completion of the entire principal repayment of the loan under
this Agreement (excluding the day). The general interest accrued on a daily basis = the principal balance of the loan on that day
× 7% ÷ 360. For each loan, the settlement date of the general interest on the loan under this Agreement is the 21st
day of the end of the natural season (ie March, June, September and December) and the pen Loan due date. The Borrower shall, on
each settlement date, consolidate the unpaid general interest payable on each of the loans up to and including the settlement date
to the lender's designated account as stipulated in this Agreement. If part of the principal repays during the period, the general
interest paid with the principal will be deducted accordingly.


 


Whenever the borrower
repays the principal of the loan, the borrower shall settle the unpaid general interest corresponding to the principal of the loan
and pay it to the lender, and the unpaid amount corresponding to the principal of the loan shall be payable. General interest is
calculated until the date on which the loan principal is repaid (excluding), and the balance of the loan principal is deducted
on the date of repayment of the principal of the loan.


 




    	 	6	 



     


    

 


V. Content of Article
8.2 of the Original Agreement is modified


 


As specified in Article
8.2 of the Original Agreement:


 


8.2Repayment of
principal


 


The loan under this
Agreement is repaid on different repayment days. The repayment method is as follows:


 


(1)The
borrower shall repay the loan principal amount of 2.5% of the loan amount on the day of 6 months from the date of each loan deduction;


 


(2)
The borrower shall repay the loan principal of 2.5% of the loan amount on the day of 12 months from the date of each loan deduction;


 


(3)
The borrower shall repay the loan principal amount of 2.5% of the loan amount on the day of the full 18 months from the date of
issuance of each loan;


 


(4)
The borrower shall repay the remaining loan principal of the loan on the date of expiry of each loan term.


 


The lender has the right
to adjust the amount of the loan principal to be repaid by the borrower on the above-mentioned repayment date according to the
actual situation of the trust plan, but the borrower shall be notified in writing after the date of loan deduction, and the adjusted
amount shall not exceed the aforementioned amount.


 


Now Article 8.2 of the
Original Agreement is modified as follows:


 


8.2Repayment of
principal


 


The loan under this
Agreement is repaid on different repayment days. The repayment method is as follows:


 


(1)The
borrower shall repay the loan principal amount of 2.5% of the loan amount on the day of 6 months from the date of each loan deduction;


 


(2)
The borrower shall repay the remaining principal of the loan on the day of maturity of each loan period.


 


The lender has the right
to adjust the amount of the loan principal to be repaid by the borrower on the above-mentioned repayment date according to the
actual situation of the trust plan, but the borrower shall be notified in writing after the date of loan deduction, and the adjusted
amount shall not exceed the aforementioned amount.


 




    	 	7	 



     


    

 


VI. Content of
Article 8.6 of the Original Agreement is modified


 


As specified in Article
8.6 of the Original Agreement:


 


8.6 The
borrower may apply for the early repayment of all or part of the loan principal of the loan after 12 months from the date of any
loan deduction (including that date), but the borrower must submit an application in writing to the lender 30 days in advance.
And the written consent of the lender. If the borrower repays the loan principal in advance, the unpaid general interest payable
and other payables (if any) corresponding to the principal of the prepaid loan shall be settled together.


 


Now Article 8.6 of the
Original Agreement is modified as follows:


 


8.6 The
borrower may apply for the early repayment of all or part of the loan principal of the loan after 6 months from the date of any
loan deduction (including that date), but the borrower must submit an application in writing to the lender 90 days in advance.
And the written consent of the lender. If the borrower repays the loan principal in advance, the unpaid general interest payable
and other payables (if any) corresponding to the principal of the prepaid loan shall be settled together.


 


VII. Article 15.2
of the Original Agreement is modified


 


As specified in Article
15.2 of the Original Agreement:


 


15.2If the borrower
fails to repay the principal or interest of any loan under the contract according to the agreement, the lender shall have the right
to charge the borrower’s overdue principal at the rate of 150% of the daily interest rate of the loan on a daily Interest
paid is calculated on a daily basis at 150% of the daily interest rate on the loan (to avoid disputes, the daily interest rate
for loans is uniformly priced at 7.5%÷360, the same below). At the same time, the lender has the right to expedite some
or all of the trust loans due under this contract, and the lender may request the borrower to pay the penalty of 20% of the principal
balance of the loan at that time.


 


Now Article 15.2 of
the Original Agreement is modified as follows:


 




    	 	8	 



     


    

 


15.2If the borrower
fails to repay the principal or interest of any loan under the contract according to the Agreement, the lender has the right to
charge the borrower’s overdue loan principal at a rate of 150% of the daily interest rate of the loan on a daily basis and
collect interest on the unpaid interest at the rate of 150% of the daily interest rate on a daily basis. (To avoid controversy,
the daily interest rate is unified according to 8.5% ÷360, the same below). At the same time, the lender has the right to
expedite some or all of the trust loans due under this contract, and the lender may request the borrower to pay the penalty of
20% of the principal balance of the loan at that time.


 


VIII. Article 15.3
of the Original Agreement is modified


 


As specified in Article
15.3 of the Original Agreement:


 


15.3If the borrower
fails to use the loan for the purposes agreed in this contract, the lender has the right to use the loan for breach of contract
by the borrower according to the number of days in breach of the contract, and collects interest on a daily basis at 200% of the
daily interest rate of the loan (to avoid any controversy, the loan date of the interest rate is uniformly priced at 7.5% (360%).
At the same time, the lender is entitled to expedite some or all of the trust loans due under this contract, and the lender may
request the borrower to pay the default penalty of 20% of the principal balance of the loan at that time.


 


Now Article 15.3 of
the Original Agreement is modified as follows:


 


15.3If the borrower
fails to use the loan for the purposes agreed in this contract, the lender has the right to use the loan for breach of contract
by the borrower according to the number of days in breach of the contract, and collects interest on a daily basis at 200% of the
daily interest rate of the loan (to avoid disputes, the loan date of the interest rate is uniformly based on 8.5% (360). At the
same time, the lender has the right to expedite some or all of the trust loans due under this contract, and the lender may request
the borrower to pay the default penalty of 20% of the principal balance of the loan at that time.


 




    	 	9	 



     


    

 


IX. Mandatory enforcement
of notarization


 


9.1 The
borrower and the lender jointly confirm that they have fully understood the meaning, content, procedures, and effectiveness of
the mandatory notarization according to relevant laws and regulations. After careful consideration, it was decided that the borrower
and lender would voluntarily apply to the Beijing Fangyuan Notary Office for the notarization of this supplementary contract and
the supplemental contract for each guarantee contract on the date of the signing of this supplementary contract, and shall be given
enforcement effect. The notary fees paid for the enforcement of the notarization shall be borne by the lender.


 


9.2 The
Borrower guarantees that if there is a change in the address, contact information, etc., the notice of change shall be delivered
to the lender and the notary office from the date of occurrence of the above-mentioned change within three working days and shall
obtain the return receipt. Otherwise, when the lender needs to deliver the relevant documents due to business needs according to
the contact information of the parties as stipulated in the original contract, regardless of whether the borrower has received
it, the lender has been deemed to have performed the delivery responsibility within three working days from the date of issue.
In this case, the Borrower is willing to waive its right of defense against the Lender's obligation of notification.


 


9.3 The
borrower and the lender have no objection to the obligations stipulated in this Supplemental Contract, and all parties jointly
confirm that if the borrower fails to perform or does not fully perform the obligations under this Supplemental Contract, the lender
is entitled to issue a notice to the borrower requesting the performance of the debt. If the corresponding obligation is still
not fulfilled within 7 working days from the date of the issuance of the notice, the lender may apply directly to the notary office
for enforcement of the certificate and apply to the competent people's court for enforcement without going through the proceedings.
The borrower will voluntarily accept mandatory enforcement and waive the right of defense against the lender's direct application
for enforcement.


 


9.4 The
matters not covered in this supplemental contract, such as the documents to be submitted during the notarization process and the
formalities for handling the application, shall be handled in accordance with the rules and procedures applicable to the notarial
office.


 




    	 	10	 



     


    

 


9.5 The
lender has the right to choose whether to prioritize the application of a mandatory notarization agreement or prioritize the application
of the original contract dispute resolution provisions.


 


X Others


 


1、This
Supplemental Contract shall become effective on the date on which the legal representatives or authorized representatives of both
parties have signed (or stamped) and affixed the official seal of each party (or the special seal of the contract).


 


2、This
supplementary contract is an integral part of the Agreement and has the same legal effect as the original contract. If the provisions
of this Supplemental Contract are inconsistent with the Agreement in respect of the same matter, the provisions of this Supplementary
Contract shall prevail. The matters not covered in this Supplemental Contract shall still be subject to the Agreement.


 


3、This
supplemental contract is made in six copies, each party holding two copies, and the rest are used for notarization, registration,
etc. (if necessary). Each copy has the same legal effect.


 


(No text below)


 




    	 	11	 



     


    

 


(This page is the signing page of "Supplementary
Contract of Trust Loan Agreement" of Huarong [2016] Trust No. 287 - Loan No. 1 - Supplement No. 1.)


 


The Borrower: Wuhan Kingold Jewelry Co.,
Ltd. (official seal or special seal for contract)


 


Legal representative or authorized representative
(sign or seal)


 


The Lender: Huarong International Trust
Co., Ltd (official seal or special seal for contract)


 


Legal representative or authorized representative
(sign or seal)


 


Date of signature: July 27, 2017


 


Address of signature: Xicheng District,
Beijing City


 




    	 	12