Fixed Assets Loan Contract

Exhibit 4.109

Fixed Assets Loan Contract

No.: FJ001622010256

Borrower: Fugong Xineng Power Development
Co., Ltd.

Business license No.: 530000400004919

Legal representative/ person in charge: JOHN
DOUGLAS KUHNS

Domicile: Latudi Village Shangpa Town
Fugong County Nujiang Prefecture Post Code: 673400

Account bank and account No.: Bank of
China Limited Fujian Branch 800112475808093001

|                  |                  
|----------------- | -----------------
|Tel: 0886-3412280 | Fax: 0886-3412280

Lender: Bank of China Limited Fujian
Branch

Legal representative/ person in charge: Tao
Yiping

|                                                               |                  
|-------------------------------------------------------------- | -----------------
|Domicile: Bank of China Mansion, No.136 Wusi Road, Fuzhou City | Post Code: 350003

|                   |                   
|------------------ | ------------------
|Tel: 0591-87090999 | Fax: 0591-87848584

Through consultations on an equal basis, the
Borrower and the Lender agree on the provision of fixed assets loan by the
Lender to the Borrower, and hereby enter into this Contract.

|  |                                                                                                                                                                                                                                                                                                   |                           
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------
|1 | Amount                                                                                                                                                                                                                                                                                           
|  |                                                                                                                                                                                                                                                                                                  
|  | Currency of the loan: RMB.                                                                                                                                                                                                                                                                       
|  |                                                                                                                                                                                                                                                                                                  
|  | Amount of the loan: (in words) Ninety million;                                                                                                                                                                                                                                                   
|  |                                                                                                                                                                                                                                                                                                  
|  |                                                                                                                                                                                                                                                                                                   | (in numbers) 90,000,000.00
|  |                                                                                                                                                                                                                                                                                                  
|2 | Term                                                                                                                                                                                                                                                                                             
|  |                                                                                                                                                                                                                                                                                                  
|  | Term of the loan: 216 months, from the date of actual
 utilization; or in case of installments, from the date of the first actual
 utilization.                                                                                                                                                  
|  |                                                                                                                                                                                                                                                                                                  
|  | The Borrower shall draw the facility strictly in accordance with the
 agreed schedule of utilization. Where the date of actual utilization is later
 than the agreed date of utilization, the Borrower shall still repay in
 accordance with the schedule of repayment agreed in this Contract.  
|  |                                                                                                                                                                                                                                                                                                  
|3 | Purpose                                                                                                                                                                                                                                                                                          
|  |                                                                                                                                                                                                                                                                                                  
|  | Purpose: to finance the construction of Latudi River Hydroelectric
 Power Station (including replacement of the existing loan and external
 borrowing in Agricultural Bank of China).                                                                                                            
|  |                                                                                                                                                                                                                                                                                                  
|  | The Borrower shall not change the purpose without the written consent
 of the Lender, including but not limited to that the Borrower shall not use
 the loan to invest in the stocks and other securities, and to finance the
 projects of which the entry is forbidden by the laws, regulations,

1

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Fixed Assets Loan Contract

|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | regulatory rules and national policies or the projects without due permission
 and the projects and purposes which cannot be financed by the facility from a
 bank.                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|4   | Interest rate and calculation of the interest                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|4.1 | Interest rate                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|    | Interest rate on the RMB borrowings                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|    | The interest rate shall be (2) of the following:                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | (1)                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | Fixed interest rate, / The interest rate will not change in the term of
 the loan.                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|    | (2)                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | Floating interest rate, with the floating period of 12 months:                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|    | The interest rate shall be readjusted for every 12 months from
 the date of actual utilization (in case of installments, from the date of the
 first actual utilization). The readjustment date shall be the date in the
 readjustment month corresponding to the date of actual utilization. If there
 is no date in the readjustment month corresponding to the date of actual utilization,
 the readjustment date shall be the last day in the readjustment month.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | A.                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | The interest rate on the borrowings in the first floating period
 shall be the more than five-year benchmark interest rate of loan
 issued by the Peoples Bank of China on the date of actual utilization less
 5%.                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|    | B.                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | Upon expiration of each floating period, the benchmark interest rate
 of the loan with the same term issued by the Peoples Bank of China on the
 readjustment date less 5% shall be the interest rate applicable to the
 next floating period.          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|4.2 | Calculation of the interest                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|    | The interests shall be calculated from the date of actual utilization
 by the Borrower and based on the actually drawn amount and the days of using
 such amount.                                                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|    | Interest calculating formula: Interests = Principal × Days of actual
 using × Daily interest rate.                                                                                                                                                                                                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|    | The daily interest rate shall be calculated on 360 days each year.
 The calculating formula: Daily interest rate = Annual interest rate/360.                                                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|4.3 | Interest settlement method                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|    | The Borrower shall settle the interest according to (1) of the
 following:                                                                                                                                                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|    | (1)                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | The interests shall be settled on a quarterly basis. The 20th day of
 the last month in each quarter shall be the date of interest settlement, and
 the 21st thereof shall be the date of interest payment.                                              
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|    | (2)                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | The interests shall be settled on a monthly basis. The 20th day of
 each month shall be the date of interest settlement, and the 21st thereof
 shall be the date of interest payment.                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | If the repayment date of the last installment of the loan principal
 is not a date of interest payment, then such repayment date shall be deemed
 as the date of interest payment, and the Borrower shall pay off all interests
 accrued as of such date.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                          
|4.4 | Penalty interest                                                                                                                                                                                                                                                                                                                                                                                                                                                     

2

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Fixed Assets Loan Contract

|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|--- | ----------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
|    | (1)                                                                           | If the Borrower fails to repay within the agreed term, the part which
 is overdue shall be charged interests at the penalty interest rate of the
 overdue repayment, from the overdue date until the principal and interests
 thereon are paid off.                                                                                                                                                                                                                    
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|    | (2)                                                                           | If the Borrower fails to use the loan for the agreed purpose, the
 part which is misappropriated shall be charged interests at the penalty
 interest rate of the misappropriation, from the date of misappropriation
 until the principal and interests thereon are paid off.                                                                                                                                                                                          
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|    | (3)                                                                           | The loan which is both overdue and misappropriated shall be charged
 interests at the penalty interest rate of the misappropriation.                                                                                                                                                                                                                                                                                                                                   
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|    | (4)                                                                           | If the Borrower fails to pay duly any interests and the penalty
 interests, the compound interests thereon shall, pursuant to the method of
 interest settlement set out in Clause 4.3 hereof, be charged at the penalty
 interest rate agreed in Clause 4.3 hereof on such interests and penalty interests.                                                                                                                                                           
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|    | (5)                                                                           | In respect of the calculation of the penalty interests and the
 compound interests, where the interest rate of the loan agreed in this
 Contract is adjusted, the penalty interests and the compound interests shall
 be calculated on a basis of different periods since the date of adjustment.                                                                                                                                                                      
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|    | (6)                                                                           | Penalty interest rate                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|    | A.                                                                            | Within the term of the loan, the penalty interest rate of the overdue
 repayment shall be the rate agreed in Clause 4.1 plus 30%; and the
 penalty interest rate of the misappropriation shall be the rate agreed in
 Clause 4.1 plus 50%.                                                                                                                                                                                                                             
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|    | B.                                                                            | Upon the end of the term of the loan, the penalty interest rate of
the loan with the fixed interest rate shall be changed into the floating
interest rate, with the floating cycle of / months. The date of re-pricing
shall be the corresponding date of the expiring date of the term of the loan
in the month which the date of re-pricing is in. Where there is not a
corresponding date in such month, the last day in such month shall be the
date of re-pricing.
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|    |                                                                               | Within the first floating cycle, the penalty interest rate of the
 overdue repayment shall be the rate agreed in Clause 4.1 plus /%; and
 the penalty interest rate of the misappropriation shall be the rate agreed in
 Clause 4.1 plus /%.                                                                                                                                                                                                                           
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|    |                                                                               | Following the end of each floating cycle, the basic interest rate of
 the same level issued by the Peoples Bank of China on the date of re-pricing
 shall be the basic interest rate of the next floating cycle. The penalty
 interest rate of the overdue repayment shall be such interest rate plus /%;
 and the penalty interest rate of the misappropriation shall be such interest
 rate plus /%.                                                                
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|    |                                                                               | Upon the expiry of the term, the interest rate of the loan with the
 floating interest rate shall still be floating pursuant to the floating
 period and method agreed in Clause 4.1 hereof. The penalty interest rate of
 the overdue loan shall be such floating interest rate plus 30%, and
 penalty interest rate of the misappropriated loan shall be such floating interest
 rate plus 50%.                                                                      
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|5   | Conditions for Utilization                                                   
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|    | The Borrower can only utilize upon satisfaction of the following
 conditions:
|    |                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 
|5.1 | This Contract and its Appendixes have become effective;                      

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Fixed Assets Loan Contract

|    |                                                                                                                                                                                                                                                    |                                                                        
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------
|5.2 | The Borrower has retained with the Lender the Borrowers documents,
 bills, specimen signatures, list of personnel and signature sample relating
 to execution and performance of this Contract and properly filled in the
 relevant certificates;
|    |                                                                                                                                                                                                                                                   
|5.3 | The Borrower has opened the account necessary for performance of this
 Contract as required by the Lender;                                                                                                                                        
|    |                                                                                                                                                                                                                                                    |                                                                        
|5.4 | The Borrower shall, 1 banking day prior to utilization, submit
 to the Lender a written application for utilization and the evidential
 documents for the purpose, and handle the relevant procedures for
 utilization;                           
|    |                                                                                                                                                                                                                                                    |                                                                        
|5.5 | The Borrower has provided to the Lender the resolution and
 authorization approving execution and performance of this Contract issued by
 the board of directors or other authorities of the Borrower;                                            
|    |                                                                                                                                                                                                                                                    |                                                                        
|5.6 | The capital fund of the same proportion as the proposed facility has
 been made in full, and the actual progress of the project matches with the
 amount which has been invested;                                                                 
|    |                                                                                                                                                                                                                                                    |                                                                        
|5.7 | The Borrower has provided the security as required by the Lender, and
 the security contract has come into effect and the legal procedures of
 examination and approval, registration or filling have been completed; and                         
|    |                                                                                                                                                                                                                                                    |                                                                        
|5.8 | Other conditions for utilization as stipulated by law or agreed by
 both Parties: /.                                                                                                                                                              
|    |                                                                                                                                                                                                                                                    |                                                                        
|    | The Lender may refuse the Borrowers application for utilization if
 the above conditions for utilization are not satisfied, except the Lender
 agrees to extend the loan.                                                                        
|    |                                                                                                                                                                                                                                                    |                                                                        
|6   | Date and method for utilization                                                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                    |                                                                        
|6.1 | The Borrower shall draw the loan pursuant to the date and method of (2)
 as follows:                                                                                                                                                              
|    |                                                                                                                                                                                                                                                    |                                                                        
|    | (1)                                                                                                                                                                                                                                                | Draw the loan in a lump sum on /.                                      
|    |                                                                                                                                                                                                                                                    |                                                                        
|    | (2)                                                                                                                                                                                                                                                | Draw the loan in full within the period of 90 days since 15
 July 2010.
|    |                                                                                                                                                                                                                                                    |                                                                        
|    | (3)                                                                                                                                                                                                                                                | Draw the loan by installments pursuant to the schedule as follows:     

| |                     |  |                      
| | ------------------- |  | ---------------------
| | Date of Utilization |  | Amount of Utilization
| |                     |  |                      
| |                     |  |                      
| | /                   |  | /                    
| |                     |  |                      
| | /                   |  | /                    
| |                     |  |                      
| | /                   |  | /                    

|    |                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                              
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | (4)                                                                                                                                                                                                                                                                                          | The Borrower shall file separate application in accordance with the
 progress of the project and draw with the consent of the Lender. In any event
 the Borrower shall draw the loan in full no later than /.
|    |                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                              
|6.2 | The Lender shall be entitled to refuse the Borrowers application for
 drawing the part of loan which has not been drawn within the above time limit.                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                              
|    | Where the Lender agrees to extend such delayed amount, it shall be
 entitled to charge the obligation fees at 1% for the delayed
 drawing amount; and where the Lender refuses to extend part of the loan, the
 Lender shall be entitled to charge the obligation fees at 1% for
 such part.

4

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Fixed Assets Loan Contract

|    |                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|7   | Payment of the amount of the loan                                                                                                                                                    
|    |                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|7.1 | Loan account: The Borrower shall open the following account with the
 Lender as the loan account and the granting and payment of the loan shall be
 carried out through such account.
|    |                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                       | Name of the account: Fugong Xineng Power Development Co., Ltd.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                       | Account No.: 800112475808073001                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|7.2 | The loan shall be paid in the following method:                                                                                                                                      
|    |                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    | (1)                                                                                                                                                                                   | In accordance with the Interim Measures on Management of the Fixed
 Assets Loans issued by the China Banking Regulatory Commission, the payment
 of an individual amount of the loan of the Borrower under this Contract which
 exceeds 5% of the total investment of the project (i.e. Currency: RMB,
 Amount: RMB 7,058,100, the same below) or RMB 5,000,000 shall be paid in the
 method of entrusted payment by the Lender.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    |                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                       | Entrusted payment by the Lender means the Lender shall pay the amount
 of the loan to the counterparty of the Borrower in the transaction which
 conforms to the purpose agreed in this Contract, in accordance with the
 application of utilization and entrustment of payment by the Borrower.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    |                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                       | Where the conditions of entrusted payment by the Lender could be
 satisfied, the Borrower shall specify the payment entrustment (including the
 information necessary for the payment such as the name and the account of the
 counterparty as well as the amount of the payment etc.) in the application
 for utilization, and shall provide the Lender with the relevant transaction
 documents such evidential document for purpose of the loan etc. required for
 the submission for examination. The Lender shall, following examination and
 approval, pay the loan to the Borrowers counterparty in the transaction
 through the Borrowers account. Where the Lender fails to perform its
 obligation of entrusted payment due to the untruthfulness, incorrectness and
 incompleteness of the relevant transaction materials provided by the
 Borrower, the Lender shall not bear any responsibility and the obligation of
 repayment of the Borrower which has occurred already under this Contract
 shall not be affected. The Lender shall, in accordance with the application
 of utilization, the payment entrustment and the pay order required by the
 Lender, pay the amount to the counterpartys account.
|    |                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                       | Where the Lender found, following examination, that the relevant
 transaction materials such as the evidence document of the purpose do not
 conform to this Contract or are otherwise flawed, it shall be entitled to
 request the Borrower to supplement, replace, state or re-provide the relevant
 materials. Prior to the provision of the relevant transaction materials
 satisfactory to the Lender by the Borrower, the Lender shall be entitled to
 refuse to grant and pay the relevant amount.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                       | In case the account bank of the counterparty in the transaction
 refunds and the Lender could not pay duly the loan to its counterparty in
 accordance with the payment entrustment by the Borrower, the Lender shall not
 bear any responsibility, and the obligation of repayment of the Borrower
 which has occurred already under this Contract shall not be affected. The
 Borrower hereby authorizes the Lender to hold the amount refunded by the
 account bank of the counterparty. In such case, the Borrower shall re-provide
 the payment entrustment and relevant transaction materials such as the
 evidential documents of the purpose. The Lender shall, following examination
 and approval, pay the loan to the Borrowers counterparty in the transaction
 through the Borrowers account.                                                                                                                                                                                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                       | The Borrower shall not contravene the above agreements and shall not
 avoid the entrusted payment by the Lender by way of breaking up the whole
 amount into small amounts.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  

5

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Fixed Assets Loan Contract

|    |                                                                                                                       |                                                                                                                                                                                                                
|--- | --------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | (2)                                                                                                                   | Except the cases
 agreed above which must adopt the entrusted payment by the Lender, unless
 otherwise agreed by both Parties, all the other methods of payment shall be:
 the entrusted payment by the Lender.
|    |                                                                                                                       |                                                                                                                                                                                                                
|8   | Repayments                                                                                                           
|    |                                                                                                                       |                                                                                                                                                                                                                
|8.1 | Except as
 otherwise agreed by both Parties, the Borrower shall repay the loan hereunder
 pursuant to (2) as follows:
|    |                                                                                                                       |                                                                                                                                                                                                                
|    | (1)                                                                                                                   | All the loan
 hereunder shall be repaid on the date of expiration of the term of the loan.                                                                                                                     
|    |                                                                                                                       |                                                                                                                                                                                                                
|    | (2)                                                                                                                   | The loan hereunder
 shall be repaid pursuant to the following repayment schedule:                                                                                                                              

|      |  |                   |  |                    
|----- |  | ----------------- |  | -------------------
|No.   |  | Date of Repayment |  | Amount of Repayment
|      |  |                   |  |                    
|      |  |                   |  |                    
|1     |  | 30 December 2010  |  | 50                 
|      |  |                   |  |                    
|2     |  | 30 December 2011  |  | 100                
|      |  |                   |  |                    
|3     |  | 30 December 2012  |  | 200                
|      |  |                   |  |                    
|4     |  | 30 December 2013  |  | 300                
|      |  |                   |  |                    
|5     |  | 30 December 2014  |  | 400                
|      |  |                   |  |                    
|6     |  | 30 December 2015  |  | 450                
|      |  |                   |  |                    
|7     |  | 30 December 2016  |  | 500                
|      |  |                   |  |                    
|8     |  | 30 December 2017  |  | 500                
|      |  |                   |  |                    
|9     |  | 30 December 2018  |  | 550                
|      |  |                   |  |                    
|10    |  | 30 December 2019  |  | 550                
|      |  |                   |  |                    
|11    |  | 30 December 2020  |  | 600                
|      |  |                   |  |                    
|12    |  | 30 December 2021  |  | 600                
|      |  |                   |  |                    
|13    |  | 30 December 2022  |  | 650                
|      |  |                   |  |                    
|14    |  | 30 December 2023  |  | 650                
|      |  |                   |  |                    
|15    |  | 30 December 2024  |  | 700                
|      |  |                   |  |                    
|16    |  | 30 December 2025  |  | 700                
|      |  |                   |  |                    
|17    |  | 30 December 2026  |  | 750                
|      |  |                   |  |                    
|18    |  | 30 December 2027  |  | 750                
|      |  |                   |  |                    
|Total |  | 9,000            

| |     |                                 
| | --- | --------------------------------
| | (3) | Other schedule of
 repayment: /.

6

---



Fixed Assets Loan Contract

|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                     
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | To change the above repayment schedule, the Borrower shall, 7 banking
 days prior to expiration of the relevant loan amount, provide the Lender with
 the written application, and change to such repayment schedule shall be
 subject to the written confirmation of both Parties.                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                     
|8.2 | Except as otherwise agreed by both Parties, on condition that the
 Borrower delays to repay both the principal and interests, the Lender shall
 be entitled to decide the priority of the repayment of the principal or
 interests; if there are several mature loans and overdue loans hereunder in
 case of repayment by installments, the Lender shall be entitled to decide the
 priority of repayment of certain loan by the Borrower; if there are several
 mature loan contracts between both Parties, the Lender shall be entitled to
 decide the priority of performance of each contract by the Borrower.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|8.3 | Except as otherwise agreed by both Parties, the Borrower may prepay
 the loan, provided that it shall give a prior written notice of 7 banking day to the Lender. The amount prepaid shall be firstly used to repay
 the loan to be mature lastly, i.e. repayment by the reverse sequence.                                                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | The Lender shall be entitled to charge the compensatory fees for the
 loan prepaid at 1%.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|8.4 | The Borrower shall repay the loan hereunder by the method of (2)
 as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | (1)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | The Borrower shall, no later than / banking days prior to
 maturity of each sum of principal and interests, deposit adequate funds into
 the following account for repayment of the loan, and the Lender shall be
 entitled to actively collect the sum from such account on the mature date of
 each sum of principal and interest.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | Name of repayment account: /.                                                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | Account No.: /.                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | The ratio of the cash flow of the revenue of the Borrower related
 herewith which can enter into the above repayment account shall be: /;                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | The average existing amount in the above repayment account shall be:
 /.                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                     
|    | (2)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | The Borrower shall, no later than 1 banking day prior to
 maturity of each sum of principal and interests, deposit adequate funds into
 the following account for repayment of the loan, and the Lender shall be
 entitled to actively collect the sum from such account on the mature date of
 each sum of principal and interest. 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | Name of account: Fugong Xineng Power Development Co., Ltd.                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | Account No.: 800112475808093001.                                                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                     
|    | (3)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | Other repayment method as agreed by both Parties: __________/__________.                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                     
|9   | Security                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|9.1 | The securities for the debt under this Contract are:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | the pledge
 provided by the right to collect
 electricity fees of Fugong Xineng Power Development Co., Ltd.,
 with the execution of the Contract of Pledge with the contract number of No. FJ001622010275, and this Contract
 is the principal contract of such security.                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | the mortgage with the whole
 assets of Latudi River Power Station provided by Fugong Xineng Power Development Co., Ltd.,
 with the execution of the Contract of Mortgage with the contract number of No. FJ001622010258. This Contract is
 the principal contract of such security. Within 3 months from the date of the
 first utilization by the Borrower under this Contract, the                                                                                                                                                                                                                               

7

---



Fixed Assets Loan Contract

|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|---- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     | Borrower
 shall complete the mortgage procedures in respect of the whole assets of
 Latudi River Power Station.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     | Prior to
the completion of the mortgage procedures in respect of the whole assets of
its Latudi River Power Station by the Borrower, the debt under this Contract
shall be secured by Fujian Huabang
Hydroelectric Investment Co., Ltd. with a guarantee with joint liability,
with the execution of the Contract of Guarantee with the contract number of No. FJ001622010259.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|9.2  | If any
 event occurs on the Borrower or the guarantor which, in the opinion of the
 Lender, could affect its ability to perform the contract, or the security
 contracts become invalid, canceled or rescinded, or the financial status of
 the Borrower or security-providers worsens or the Borrower or
 security-providers involves in material action or arbitration, or otherwise
 which could affect its ability to perform the contract, or the event of
 default by the security-providers occurs under the security contracts or
 other contract with the Lender, or the collateral being depreciated, damaged,
 lost or sealed up which could result in the decrease or loss of the value of
 the collateral, the Lender shall be entitled to request and the Borrower
 shall be obliged to supplement the additional security, supplement or change
 the security-provider etc. to secure the debt under this Contract.
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|10   | Insurance (This clause is optional, and the choice is (1):(1) applicable, or (2) N/A.)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     | The
 Borrower shall take out the insurance with the insurers acceptable to the
 Lender against the risks of the equipments, project construction,
 transportation of goods relating to the project or trade hereunder and occurring
 within the project operation, with the coverage as required by the Lender and
 the insured amount not less than the loan principal hereunder.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     | The
Borrower shall provide to the Lender the original of the insurance policy
within 30 days upon effectiveness of this Contract. The Borrower shall not
suspend the insurance for any reason unless and until the loan principal,
interests and expense hereunder are paid off. If the Borrower suspends the
insurance, the Lender shall be entitled to renew or take out the insurance
policy on behalf of the Borrower at the expenses of the Borrower. The
Borrower shall be fully liable for all losses suffered by the Lender due to
such suspension of the insurance.                                                                                                                                                                                                                                                                                                                                                      
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     | The
 Borrower shall notify the Lender in writing within 3 days after it becomes or
 should become aware of occurrence of any insurance accident, and claim
 against the insurer in accordance with the relevant provisions of the
 insurance policy. The Borrower shall bear all losses suffered by the Lender
 due to the Borrowers failure to timely notify the Lender thereof or claim
 for insurance indemnity or perform its obligation under the insurance policy.                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     | Except as
 otherwise agreed, the insurance indemnities shall firstly be used to repay
 the principal and interests of the loan and other expenses payable.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|11   | Representations and warranties                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|11.1 | The
 Borrower represents:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|     | (1)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | It is
 duly registered with the competent administration for industry and commerce
 or competent authority and validly existing, and has the full ability of
 civil rights and acts required for execution and performance of this
 Contract; where the Borrower is the new established legal person for the
 project, its shareholders have good credit without any bad record; where the
 proposed investment project is subject to the requirements of the investors
 qualification and operational qualification by the PRC, all such requirements
 have been satisfied.
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|     | (2)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | Its
 execution and performance of this Contract is its true declaration of intent,
 has obtained legal and valid authorization according to its articles of
 association or other internal management document, and will not violate any
 agreement, contract and other                                                                                                                                                                                                                                                                                                      

8

---



Fixed Assets Loan Contract

|     |                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|---- | ------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                           | legal
 documents binding upon the Borrower; it has or will obtain all approvals,
 permits, filings or registrations required for its execution and performance
 of this Contract.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|     |                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     | (3)                       | The
 Borrower adheres to the principle of good faith, and all documents, financial
 statements, certificates and materials provided by it to the Lender hereunder
 are true, complete, accurate and valid.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|     |                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     | (4)                       | The
 transaction background under which it applies to the Lender for handling the
 business hereunder is true and legal, and is not for the purpose of money
 laundering. The purpose of the loan and source of repayment are specified and
 lawful.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|     |                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     | (5)                       | The
 Borrower has good credit without any bad record, and the Borrower does not
 conceal with the Lender any event that may affect its financial standing or
 ability of performance.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     |                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     | (6)                       | The
 project of loan and the matters of borrowing conform to the laws,
 regulations, regulatory rules and relevant policies in respect of the
 industry, land and environment of the PRC, and the procedures such as the management
 of the legality of the investment project, the examination and approval as
 well as filling etc. have been implemented in accordance with the rules, and
 conform to the relevant rules of the capital fund system of the investment
 project of PRC.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|     |                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     | (7)                       | Other
matters represented by the Borrower: /.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     |                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|11.2 | The
 Borrower undertakes:
|     |                          
|     | (1)                       | It will
 provide regularly or timely to the Lender its financial statements (including
 but not limited to annual reports, quarterly reports and monthly reports) and
 other relevant materials; and the Borrower undertakes to continue to meet the
 requirements on the financial indicators as follows:/.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|     |                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     | (2)                       | It will
 draw, pay and use the loan as agreed in this Contract.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     |                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     | (3)                       | If the
 Borrower has already executed the counter security agreement or similar
 agreement with the guarantor of this Contract in respect of its obligations
 of guarantee, such agreement shall not affect any rights of the Lender under
 this Contract.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|     |                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     | (4)                       | It will
 be subject to the inspection and supervision of the Lender upon the credit
 loan, and provide adequate assistance and cooperation. During the period from
 the effective date of this Contract to the date on which all the principal
 and interests of the loan under this Contract and the relevant fees are paid
 off, the Borrower agrees to authorize the Lender to monitor its account
 opened with the Lender, to inspect and analyze the construction and operation
 of the project, and to carry out the dynamic monitoring to the cash flow of
 the revenue of the project and the whole capital flow. The Borrower shall
 accept the inspection and supervision of the Lender upon the use of the loan
 including the purpose by way of account analysis, certificate inspection and on-site
 investigation etc. and provide cooperation, and summarize and report
 regularly to the Lender the payment and use of the loan pursuant to the
 requirements of the Lender. The date of summarized report shall be:
 /.
|     |                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     | (5)                       | In case
 of occurrence of merger, division, reduction of registered capital, equity
 transfer, external investment, material increase of debt finance, transfer of
 major assets or creditors rights and other matters which may affect the
 Borrowers ability of repayment, the Borrower shall obtain the prior written
 consent of the Lender.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|     |                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     |                           | The
 Borrower shall notify the Lender timely upon the occurrence of the following
 events:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              

| |  |    |                                                                                                                                                   
| |  | -- | --------------------------------------------------------------------------------------------------------------------------------------------------
| |  | A. | the
 change of the articles of association, business scope, registered capital and
 legal representative of the Borrower or the security-provider;

9

---



Fixed Assets Loan Contract

| |  |    |                                                                                                                                                                                                                        
| |  | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | B. | the
 change of the mode of business operation such as association in any form,
 foreign joint venture, cooperation, contracting, reorganization,
 restructuring and plan for IPO etc;                                  
| |  |    |                                                                                                                                                                                                                        
| |  | C. | involvement
 in material action or arbitration, or the property or collateral being sealed
 up, seized or placed under surveillance in accordance with laws, or new
 material debt being established on the collateral;
| |  |    |                                                                                                                                                                                                                        
| |  | D. | discontinuation
 of business, dissolution, liquidation, winding up, cancellation, revocation
 of the business license and application for bankruptcy etc.;                                                             
| |  |    |                                                                                                                                                                                                                        
| |  | E. | the
 shareholder, director and the current management being alleged involving with
 any major legal case or economic dispute;                                                                                          
| |  |    |                                                                                                                                                                                                                        
| |  | F. | the
 occurrence of event of default of the Borrower under other contract;                                                                                                                                              
| |  |    |                                                                                                                                                                                                                        
| |  | G. | the
 occurrence of the operating difficulties and financial deterioration etc..                                                                                                                                        

| |      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | ---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (6)  | The
 sequence of its repayment of the Lenders loan hereunder has precedence over
 the loan extended by its shareholders to it, and is not subordinate to the
 debts of the same kind owed to its other creditors.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | (7)  | Where the
 after-tax net profit in the relevant fiscal year is zero or negative, or the
 after-tax net profit is not enough to compensate the accumulated loss of the
 previous fiscal years, or the pre-tax profit has not been used to repay the
 due principal and interests and fees in such fiscal year, or the pre-tax
 profit is not enough to pay off the principal and interests in the next
 period, the Borrower will not distribute any dividend and bonus to its
 shareholders in any way;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | (8)  | The
 Borrower will not dispose of its own assets in a manner impairing its ability
 of repayment; the total amount of securities provided by it will not be
 higher than __0.5__ times of its net assets, and the total amount of
 securities and the amount of single security will not exceed the limit as
 stipulated in its articles of association; the Borrower shall not provide
 security to the third party with the assets formed by the loan under this
 Contract without the consent of the Lender.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | (9)  | Unless
 for the purpose agreed in this Contract or with the consent of the Lender,
 the Borrower shall not transfer the loan under this Contract to the account
 with the same name and the affiliates account.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |      | In case
 of transfer to the account with the same name and the affiliates account,
 the Borrower shall provide corresponding evidential documents.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | (10) | In
 respect of the loan under this Contract, the conditions of loan such as the
 security conditions, pricing of the loan interest rate, and the sequence of
 debt service etc. which provided by the Borrower to the Lender shall not be
 less favorable than the conditions which the Borrower provides and will
 provide to any other financial institutions.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | (11) | Other
 matters undertaken by the Borrower: (1) Without the consent of the Lender,
 the Borrower shall neither increase the external financing and provide any
 external security, nor grant the others a mortgage on the assets of Latudi
 River Power Station; (2) Following the replacement of the existing loan owed
 by the Borrower to the Agriculture Bank of China with the loan under this
 Contract, the recovery of the power sales income of the Borrower shall be all
 transferred to the account of the Lenders bank; (3) All the Borrowers cash
 flow generated from the Latudi River Power Station shall be used to repay the
 due principal and interests owed to the Lenders bank as priority. Prior to
 the repayment of the due principal and interests of the current loan owed to
 the Lenders bank as scheduled, the Borrower shall not pay the fixed return
 or dividend to the shareholders in any way; (4) The Borrowers shareholder,
 Fujian Huabang Hydroelectric

10

---



Fixed Assets Loan Contract

| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Investment Co., Ltd., shall
 increase RMB 10,000,000 to the registered capital or capital reserve of the
 Borrower; Prior to the repayment of all the principal and interests of the
 loan to the Lenders bank by the Borrower, the balance of the borrowing to
 the Borrower by Fujian Huabang Hydroelectric Investment Co., Ltd. shall not
 be less than RMB 8,000,000; (5) The prepayment of the Borrower shall be
 notified to the Lender; (6) Within 3 months following the date of the initial
 utilization by the Borrower under this Contract, the Borrower shall complete
 properly all the mortgage procedures in respect of the whole assets of Latudi
 River Power Station and pledge procedures of the right to collect electricity
 fees, and the collateral must take out the property insurance with the Lender
 as the first beneficiary; Overdue completion shall be deemed as the default
 of the Borrower, the Lender shall be entitled to collect the loan and the
 corresponding liquidated damages. (7) The Lender shall be entitled to adjust
 the credit extension plan (including announce the acceleration of the loan)
 in consideration of the mortgage, the recovery of the tariff and if the loan
 can be repaid duly etc.

|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|12 | Disclosure of related-party transaction in the group of the
 Borrower                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | 1.     The
 Borrower is not the group client determined by the Lender pursuant to the
 Guidelines on the Management of Risks of Credits Granted by Commercial Banks
 to Group Clients (Guidelines). The Borrower shall report in a timely manner
 to the Lender of the transaction related with more than 10% net assets which
 includes the associate relationship of the parties to the transaction, the
 transaction project and its nature, the amount of the transaction or the
 corresponding ratio, and the pricing policy (including the transaction
 without any amount or with only nominal amount).                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | The
 Lender shall be entitled to decide, at its own discretion, to stop to extend
 the loan not drawn by the Borrower and take back part or whole of the
 principal and interests of the loan in advance, if the Borrower is under any
 of the following circumstances: where based on false contracts with related
 parties, it uses such creditors right as any bill receivable or account
 receivable without true trade background to handle discount or pledge with
 the bank so as to illegally obtain the loan or credit of the bank; where it
 is subject to such events as major merger, acquisition or reorganization,
 which may affect the safety of the loan as deemed by the Lender; where it
 intentionally escapes the creditors right of the bank through related-party
 transaction; other circumstances as descried in Article 18 of the Guidelines.

|     |                                                                                                              |                                                                                                                                                                                                                                                                                                                 
|---- | ------------------------------------------------------------------------------------------------------------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|13   | Events of default and handling                                                                              
|     |                                                                                                             
|13.1 | Any of
 the following events shall constitute or be deemed as an event of breach by
 the Borrower hereunder:
|     |                                                                                                             
|     | (1)                                                                                                          | The
 Borrower fails to perform its obligations of payment and repayment pursuant to
 the provisions contained herein;                                                                                                                                                                                           
|     |                                                                                                              |                                                                                                                                                                                                                                                                                                                 
|     | (2)                                                                                                          | The
 Borrower fails to draw and use the loan in the agreed method hereunder or
 fails to use the loan for the agreed purpose hereunder, or the Borrower
 violates the provisions hereof and break up the whole amount into small
 amounts in order to avoid the entrusted payment by the Lender;                
|     |                                                                                                              |                                                                                                                                                                                                                                                                                                                 
|     | (3)                                                                                                          | Any
 representation made by the Borrower herein is untrue or violates any
 undertaking made by the Borrower herein;                                                                                                                                                                                             
|     |                                                                                                              |                                                                                                                                                                                                                                                                                                                 
|     | (4)                                                                                                          | In case
 of occurrence of the circumstances as described in Clause 11.2 (5) hereof,
 the Lender deems it will affect the financial condition and ability of
 performance of the Borrower, but the Borrower fails to provide new security
 and replace the guarantor pursuant to the provisions of this Contract;
|     |                                                                                                              |                                                                                                                                                                                                                                                                                                                 
|     | (5)                                                                                                          | Any event
 of default occurs with respect of the Borrower under other contracts signed
 by it and the Lender or other branches of Bank of China Limited;                                                                                                                                                        

11

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Fixed Assets Loan Contract

| |      |                                                                                                                                                                                                                                                                                                                                                                              
| | ---- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (6)  | The
 security-provider violates the provisions of the security contracts, or any
 event of default occurs with respect of the security-provider under other
 contracts signed by it and the Lender or other branches of Bank of China
 Limited;                                                                                                                              
| |      |                                                                                                                                                                                                                                                                                                                                                                              
| | (7)  | The
 discontinuation of business or the event of dissolution, cancellation or
 bankruptcy occurs with respect of the Borrower;                                                                                                                                                                                                                                               
| |      |                                                                                                                                                                                                                                                                                                                                                                              
| | (8)  | The
 Borrower involves or may involve in material economic dispute, action or
 arbitration, or its assets is sealed up, seized or enforced, or being on file
 for investigation or punished in accordance with laws by the judicial
 authorities or tax and industrial and commercial authorities, which already
 or may affect its performance of the obligations hereunder;
| |      |                                                                                                                                                                                                                                                                                                                                                                              
| | (9)  | The
 abnormal change, missing or being investigated or restricted of the personal
 freedom in accordance with laws by the judicial authorities occurs to the
 main investor or key management of the Borrower, which already or may affect
 its performance of the obligations hereunder;                                                                                    
| |      |                                                                                                                                                                                                                                                                                                                                                                              
| | (10) | The
 capital fund of the project fails to be made in place as scheduled or
 proportionately, or fails to be supplemented with the time limit set out by
 the Lender;                                                                                                                                                                                                         
| |      |                                                                                                                                                                                                                                                                                                                                                                              
| | (11) | The
 progress of the project lags behind the progress of the use of the fund;                                                                                                                                                                                                                                                                                                
| |      |                                                                                                                                                                                                                                                                                                                                                                              
| | (12) | The
 quality of construction of the project does not conform to the national or
 industrial standards;                                                                                                                                                                                                                                                                       
| |      |                                                                                                                                                                                                                                                                                                                                                                              
| | (13) | The
 credit standing of the Borrower has decreased, or the ability of making
 profits, debt service, operation and the financial indicators such as cash
 flow etc. has deteriorated, which is beyond the indicator limit or other
 financial agreement hereunder;                                                                                                           
| |      |                                                                                                                                                                                                                                                                                                                                                                              
| | (14) | The
 Borrower violates other provisions in respect of the rights and obligations
 of the party hereunder.                                                                                                                                                                                                                                                                    

|     |                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                                               
|---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|13.2 | In case
 of occurrence of any of the above events of default, the Lender shall be
 entitled to take one or more of the following measures based on the specific
 circumstances:
|     |                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                                               
|     | (1)                                                                                                                                                                             | Require
 the Borrower or the security-provider to rectify its default within a
 stipulated time limit.                                                                                                                                                                                                                                                                                                        
|     |                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                                               
|     | (2)                                                                                                                                                                             | Reduce,
 suspend, cancel or terminate the credit line granted to the Borrower in part
 or in whole.                                                                                                                                                                                                                                                                                                           
|     |                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                                               
|     | (3)                                                                                                                                                                             | Suspend
 or terminate acceptance of the Borrowers application for utilization under
 this Contract and other contracts between the Lender and the Borrower in part
 or in whole; suspend or terminate in part or in whole extending and handling
 any loan and trade financing not extended and handled.                                                                                                     
|     |                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                                               
|     | (4)                                                                                                                                                                             | Accelerate
 in part or in whole the principal, interests and other payables of the loan/trade
 financing outstanding under this Contract and other contracts between the
 Lender and Borrower.                                                                                                                                                                                                                
|     |                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                                               
|     | (5)                                                                                                                                                                             | Negotiate
 with the Borrower to supplement the conditions of granting and payment of the
 loan, of the Lender shall be entitled to change the conditions of the
 granting and payment of the loan based on the credit standing of the
 Borrower, such as decreasing the minimum amount of entrusted payment etc. or
 the Lender shall be entitled to require to transfer back the fund paid with
 default etc.
|     |                                                                                                                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                                               
|     | (6)                                                                                                                                                                             | Terminate
 or cancel this Contract, and terminate other contracts between the Borrower
 and Lender in part or in whole.                                                                                                                                                                                                                                                                                       

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Fixed Assets Loan Contract

| |      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | ---- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (7)  | Request
 the Borrower to indemnify the losses Lender incurs due to the Borrowers default.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | (8)  | Only by
 giving a prior or subsequent notice, transfer the amounts in the accounts
 opened by the Borrower with the Lender and other branches of Bank of China
 Limited to service all or part of the debts owed to the Lender under this
 Contract. The un-matured amount in such accounts shall be deemed mature in
 advance. If the currency in such accounts is not the same as that used by the
 Lender for settlement, the amounts in such accounts shall be converted at the
 quoted exchange rate for settlement and sales of foreign exchange applicable
 to the Lender at the time of transfer.
| |      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | (9)  | Exercise
 the real right of security; request the guarantor to bear the responsibility
 of guarantee.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | (10) | Other
 measures necessary and practicable as deemed by the Lender.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       

|     |                                                                                                                                                                                                                                                                                                              
|---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|14   | Waiver                                                                                                                                                                                                                                                                                                       
|     |                                                                                                                                                                                                                                                                                                              
|     | No
 failure by either party to exercise its rights hereunder in part or in whole
 or require the other party to perform or bear part or whole obligations and
 liabilities shall operate as waiver by such party of such rights or such
 obligations and liabilities.                                        
|     |                                                                                                                                                                                                                                                                                                              
|     | No
 forbearance and grace or delay by either party in exercise of the rights
 hereunder shall affect any of its rights available according to this Contract
 or laws and regulations, nor deemed as waiver of such rights.                                                                                   
|     |                                                                                                                                                                                                                                                                                                              
|15   | Change, modification and termination                                                                                                                                                                                                                                                                         
|     |                                                                                                                                                                                                                                                                                                              
|     | This
 Contract may be changed or modified in writing upon agreement by both Parties
 through consultation. Any change or modification shall constitute integral
 part of this Contract.                                                                                                                      
|     |                                                                                                                                                                                                                                                                                                              
|     | Except as
 otherwise set out by laws and regulations or agreed by both Parties, this
 Contract shall not be terminated unless and until all the rights and
 obligations hereunder are completely performed.                                                                                                  
|     |                                                                                                                                                                                                                                                                                                              
|     | Except as
 otherwise set out by laws and regulations or agreed by both Parties, the
 invalidity of any terms hereof shall not affect the validity of the remaining
 terms hereof.                                                                                                                            
|     |                                                                                                                                                                                                                                                                                                              
|16   | Applicable law and dispute settlement                                                                                                                                                                                                                                                                        
|     |                                                                                                                                                                                                                                                                                                              
|     | This
 Contract shall be governed by the laws of the Peoples Republic of China.                                                                                                                                                                                                                              
|     |                                                                                                                                                                                                                                                                                                              
|     | Any dispute
arising out of or in connection with execution and performance of this
Contract following the effectiveness of this Contract may be settled by both
Parties through consultation. Where such dispute fails to be settled through
consultation, either party may adopt the method of 2 as follows:
|     |                                                                                                                                                                                                                                                                                                              
|16.1 | Submit
the dispute to / Arbitration Commission for arbitration in
accordance with the arbitration rules which is in effect at the time of
application for arbitration in / (place of arbitration).                                                                                                           
|     |                                                                                                                                                                                                                                                                                                              
|16.2 | Bring a
 lawsuit in the peoples court of the place where domicile of the Lender or
 other branches of Bank of China Limited performing the rights and obligations
 under this Contract or a single agreement is located.                                                                                    
|     |                                                                                                                                                                                                                                                                                                              
|16.3 | Bring a
 lawsuit in the competent people court having jurisdiction over such dispute.                                                                                                                                                                                                                       

13

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Fixed Assets Loan Contract

|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                         
|---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------
|     | If the
 remaining terms hereof other than those under dispute are not affected by
 such dispute during the period of dispute, such remaining terms shall still
 be performed.                                                                                                                                                                                                                                                                                                                                                                                                                                             
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|17   | Expenses                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     | Except as
 otherwise determined according to law or agreed by both Parties, the expenses
 for execution, performance and dispute settlement of this Contract (including
 but not limited to attorney fees) shall be borne by the Borrower.                                                                                                                                                                                                                                                                                                                                                                                
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|18   | Appendices                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     | The
 following Appendix and other appendices as confirmed by both Parties shall be
 integral part of this Contract and have the same legal validity as this
 Contract.                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                         
|     | 1                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | The
 Application for Utilization (Form):
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|19   | Miscellaneous                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|19.1 | The
 Borrower shall not transfer any of its rights and obligations hereunder to
 any third party without written consent of the Lender.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|19.2 | If the
 Lender needs to entrust other branches of Bank of China Limited to perform
 the rights and obligations hereunder, or transfer the loan hereunder to other
 branches of Bank of China Limited who will assume and manage the loan, the
 Borrower shall accept the same. Other branches of Bank of China Limited as
 entrusted by the Lender or assuming the loan hereunder shall have the right
 to exercise all rights hereunder, bring a lawsuit in the peoples court in
 their own names and apply for arbitration or enforcement in case of
 occurrence of any dispute hereunder.                             
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|19.3 | This
 Contract shall be legally binding upon and inure to the benefits of both
 Parties and their respective heirs and permitted assigns without prejudice to
 other provisions contained herein.                                                                                                                                                                                                                                                                                                                                                                                                                         
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|19.4 | Except as
 otherwise agreed, the domiciles of both Parties as specified in this Contract
 shall be the correspondence and contact addresses. In case of any change
 thereof, either party shall timely notify the other party in writing.                                                                                                                                                                                                                                                                                                                                                                                 
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|19.5 | The
 transaction hereunder shall be based on independent benefits of each party.
 If other parties under such transaction shall constitute related parties of
 the Lender in accordance with the relevant laws, regulations and regulatory
 requirements, the parties shall not impair the fairness of such transaction
 by taking advantage of such related-party relationship.                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|19.6 | All
 captions and name of business in this Contract are inserted only for the
 convenience of reference, and shall not affect the interpretation of the
 terms hereof and the rights and obligations of both Parties.                                                                                                                                                                                                                                                                                                                                                                                                     
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|19.7 | The
 Lender shall be entitled to, in accordance with the relevant laws,
 regulations and regulatory rules, provide the relevant information of this
 Contract and the Borrower to the Credit Reference System of Peoples Bank of
 China and other credit information data base duly established, for the
 inquiry and use by the properly qualified organization and individual in
 accordance with laws. The Lender shall also be entitled to inquire the
 relevant information of the Borrower through the Credit Reference System of
 Peoples Bank of China and other credit information data base duly
 established.
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|19.8 | If the
 date of utilization or repayment is a public holiday, then it shall be
 postponed accordingly to the first Business Day following the public holiday.                                                                                                                                                                                                                                                                                                                                                                                                                                                             

14

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Fixed Assets Loan Contract

|   |                                                                                                                                                                                               
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|20 | Effectiveness                                                                                                                                                                                 
|   |                                                                                                                                                                                               
|   | This
 Contract shall become effective on the date when it is signed by the legal
 representative (responsible person) or authorized signatory and affixed with
 the common seal of each party.
|   |                                                                                                                                                                                               
|   | This
Contract is executed in quintuplicate, of which each party holds one, being
equally authentic.                                                                                           

|                                                        |                                            
|------------------------------------------------------- | -------------------------------------------
|The Borrower: Fugong Xineng Power Development Co., Ltd. | Lender: Bank of China Limited Fujian Branch
|                                                        |                                            
|(stamp)                                                 | (stamp)                                    
|                                                        |                                            
|Authorized signatory: _________                         | Authorized signatory: _________            
|                                                        |                                            
|Date: 15 July 2010                                      | Date: 15 July 2010                         

15

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