Exhibit 10.3


 


Assets Transfer Agreement


 


for 900,000 Tons of Coking Assets in
Construction


 


Party A: Henan Province Pingdingshan Hongli
Coal & Coking Co., Ltd.


 


Baofeng Coking Factory of Henan
Province Pingdingshan Hongli Coal & Coking Co., Ltd.


 


Party B: Wuhan Guangyao New Energy Automobile
Operation Co., Ltd


 


To properly address the matter of Party
A’s 900,000 tons of coking assets in construction, Party A and Party B reached following assets transfer agreement for compliance
after negotiation:


 


		I.	Party A and Party B confirm that: as of December 31, 2015, Party A’s 900,000 tons of stamp-charging
coking assets in construction are worth RMB 319,531,307.61. (See attachment for details).



 


		II.	Party A agrees to transfer to Party B for RMB 45,692,140.



 


		III.	Party B shall pay Party A all the payment agreed in this agreement within 6 months after this agreement
becomes effective. If it is not paid off timely, Party B will be charged at an annual interest rate of 4.5% for the then unpaid
amount after 6 months of the effective date of this agreement, until it is cleared.







 


		IV.	Any arbitration and suits due to unsuccessful negotiation related hereto which Party B participated,
and the enforcement of decisions of arbitration and suits are unrelated to Party A.



 


		V.	Representations and Warranties:



 


A.            Party A represents and
warrants:


 


1.          It was legally incorporated
with valid existence, has the right to conduct the transfer under this agreement and has the capability to bear civil responsibility
independently.


 


2.          The assets it transfers are
legal and effective.


 


3.          After this transfer agreement
is signed and becomes effective, Party B will proceed according to the agreement provisions and the parties will not have any legal
relationship regarding the assets.


 


4.          Please see the attachment
for the details of Party A’s assets as of December 31, 2015.


 




    	



     


    

 


B.            Party B represents and
warrants:


 


1.            It was legally incorporated
with valid existence, has the right to accept the transfer under this agreement and has the capability to bear civil responsibility
independently.


 


2.            Its acceptance of the assets
under this agreement has been authorized or approved by its internal authority organization.


 


3.            After Party B receives the
assets, it shall also receive relevant obligations caused by the assets.


 


4.            Before Party B receives the
assets, it has fully understood all content of the assets, and its authenticity has been fully understood by Party B.


 


		VI.	If this agreement is invalid or cancelled, Party B will still perform its obligations according
to the original agreement and other legal documents.



 


		VII.	All parties agree, if one party violates its representations or warranties made in this agreement
or any other obligations, so the other party suffers or happens loss, damage, claim or responsibility, the violating party shall
fully compensates the suffering party.



 


		VIII.	This agreement is effective after Party A and Party B sign and seal.



 


		IX.	Parties can enter into supplemental agreement for other matters, which shall not contradict with
this agreement.



 


		X.	This agreement is made in duplicate, one original for each party hereto.



 


Party A (official seal):


 


Party B (official seal):


 


January 25, 2015


 




    	



     


    

 


900,000 tons of coking assets in construction
and intangible assets


 


	 	 	Book Value as of December 31, 2015	 
	Project in Construction	 	 	 
	Infrastructure and Factory Buildings	 	 	164,118,449.00	 
	Others	 	 	746,014.78	 
	Interest Capitalization	 	 	10,943,823.00	 
	 	 	 	 	 
	Sum	 	 	175,808,286.78	 



 


	 	 	 	Book Value as of December 31, 2015	 
	Intangible Assets (Land Use Right and Land Certificate)	 	 	 	 
	Demolition Compensation and Access to Water Supply, Electricity and Roads as well as Land Leveling	 	 	128,941,770.83	 
	Land Certificate	 	 	14,781,250.00	 
	 	 	 	 	 
	Sum	 	 	143,723,020.83	 
	 	 	 	 	 
	Total	 	 	319,531,307.61