Exhibit
10.1


 


DATED
THE 1ST DAY OF OCTOBER 2020


 


Victory
Commercial Investment Ltd.


(Vendor)


 


and


 


SINO
PRIDE DEVELOPMENT (HK) LIMITED


(Purchaser)


 


and


 


Victory
Commercial Management Inc.


(Vendor’s
Parent)


 





 



 


SALE
AND PURCHASE AGREEMENT


relating
to


the
sale and purchase of 100% of the issued shares of


SINO
PRIDE DEVELOPMENT LIMITED


 





 



 




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THIS
SALE AND PURCHASE AGREEMENT (“this Agreement”) is made On THE 1ST
DAY OF OCTOBER 2020


 


BETWEEN:-


 


	(1)	Victory
    Commercial Investment Ltd., a BVI Business Company incorporated in the British
    Virgin Islands with Company Number 1950856, registered office situated at Vistra Corporate Services Centre, Wickhams Cay II,
    Road Town, VG1110, British Virgin Islands (“the Vendor”);
	 	 
	(2)	SINO
    PRIDE DEVELOPMENT (HK) LIMITED, a private company limited by shares incorporated
    in Hong Kong with Company Number 2962728, registered office situated at Room 1301, 13/F., Tower A, New Mandarin Plaza, 14
    Science Museum Road, TST East, Kowloon, Hong Kong (“the Purchaser”); and
	 	 
	(3)	Victory
    Commercial Management Inc., a Nevada company with its principal executive office located at 424 Madison Ave. Suite 1002, New
    York, NY 10017 USA (“the Vendor’s Parent”)


 


WHEREAS:-


 


	(A)	The
    Company is a company incorporated in Hong Kong of which the number of issued ordinary shares is 30,000,000, with a total share
    capital of HK$30,000,000.00, and are fully paid up as at the date hereof. Details of the Company are set out in Schedule 1.
	 	 
	(B)	The
    Vendor is the registered and beneficial owner of the Sale Share.
	 	 
	(C)	The
    Vendor has agreed to sell and the Purchaser has agreed to purchase the Sale Share on the terms and conditions set out in this
    Agreement.
	 	 
	(D)	In
    consideration of the Purchaser agreeing to enter into this Agreement, the Vendor have agreed to give the Warranties, each
    subject to and upon the terms and conditions of this Agreement.


 


IT
IS HEREBY AGREED BY THE PARTIES:-


 


	1.	INTERPRETATION


 


	(A)	In
    this Agreement and the recitals hereto, unless the context otherwise requires:-


 


	“Business
    Day” 	means
    a day (other than a Saturday, Sunday and public holiday) on which banks are open for business in Hong Kong;
	 	 
	“Company”	means
    SINO PRIDE DEVELOPMENT LIMITED, details of which are set out in Schedule 1;
	 	 
	“Completion”
    	means
    the completion of the sale and purchase of the Sale Share pursuant to Clause 6(A) and where the context requires also means
    the performance by the parties of their respective obligations in accordance with the provisions of Clause 6;


 




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	“Completion
    Date”	means
    a date mutually agreed to by the parties after all conditions are met but no later than 45 days after the date of this Agreement.
    Should such day fall on a Saturday, Sunday or a public holiday of Hong Kong, it shall mean the following day which is not
    a Saturday, Sunday or a public holiday of Hong Kong.
	 	 
	“Conditions”
    	means
    the conditions set out in Clause 2(A);
	 	 
	“Consent”	includes
    any licence, consent, approval, authorisation, permission, waiver, order, agreement, grant or exemption;
	 	 
	“HK$”
    	means
    Hong Kong dollars, the lawful currency of Hong Kong;
	 	 
	“Hong
    Kong” 	means
    the Hong Kong Special Administrative Region of the PRC;



 


	“Liability
    for Taxation”	(a)	a
                                         liability of the Company to make an actual payment in respect of any taxation;

	 	 	 
	 	(b)	the loss of
    or failure to obtain (i) any relief, allowance, credit or deduction in respect of any Taxation (“Tax Relief”),
    or (ii) any right to repayment of Taxation (“Tax Repayment”), or (iii) the setting off against any profits of
    the Company of any Tax Relief, or (iv) the setting off against any liability for Taxation mentioned in (a) above of any Tax
    Repayment; and
	 	 	 
	 	(c)	any reference
    to income, profits or gains earned, accrued or received shall include income, profits or gains deemed to have been or treated
    as or regarded as earned, accrued or received;



 


	“Material
    Adverse Change”	means
    any change (or effect), the consequence of which is to materially and adversely affect the financial position, business or
    property, results of operations, business prospects or assets of the Company as a whole;
	 	 
	“Regulatory
    Bodies”	means
    the Stock Exchange and the Securities and Futures Commission (if necessary) and U.S. Securities and Exchange Commission and
    all filings with any relevant governmental or regulatory authorities and other relevant third parties in Hong Kong, the United
    States or elsewhere which are required or appropriate for the entering into and the implementation of this Agreement;


 




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	“Sale
    Share” 	means
    100% of the issued Shares of the Company;
	 	 
	“Share(s)”	means
    share(s) each in the capital of the Company;
	 	 
	“Stock
    Exchange” 	means
    The Stock Exchange of Hong Kong Limited and the U.S. Securities and Exchange Commission; and
	 	 
	“Tax”	means
    (a) any form of tax whenever created or imposed and whether of Hong Kong or elsewhere, payable to or imposed by any taxation
    authority and includes profits tax, provisional profits tax, interest tax, salaries tax, property tax, tax on income, corporation
    tax, advance corporation tax, national insurance and social security contributions, capital gains tax, inheritance tax, capital
    transfer tax, development land tax, customs, excise and import duties, goods and services tax, ad valorem tax, estate duty,
    capital duty, stamp duty, payroll tax and other similar liabilities or contributions and any other taxes, levies, duties,
    charges, imposts, mandatory pension fund contributions or withholdings similar to, corresponding with, or replacing or replaced
    by any of the foregoing; and (b) all charges, interest, penalties and fines, incidental or relating to any taxation falling
    within (a) above, and “Taxation” shall have the corresponding meaning;
	 	 
	“Warranties”
    	means
    the representations, warranties and undertakings on the part of the Vendor given pursuant to Clause 5 and in Schedule 2.


 


	(B)	In
    this Agreement, words importing the singular include the plural and vice versa, words importing gender or the neuter include
    both genders and the neuter and references to persons include bodies corporate or unincorporate.
	 	 
	(C)	References
    in this Agreement to statutory provisions are references to those provisions as respectively amended, extended or re-enacted
    from time to time (if and to the extent that the provisions as amended, extended or re-enacted are for the purposes hereof
    equivalent to those provisions before such amendment, extension or re-enactment) and shall include any provision of which
    there are re-enactments (if and to the extent aforesaid) and any subordinate legislation made under such provisions.
	 	 
	(D)	References
    herein to “Clauses”, “Schedules” and “Annexures” are to clauses of and schedules and annexures
    to this Agreement respectively and a reference to this Agreement includes a reference to each Schedule and to any Annexures
    hereto.
	 	 
	(E)	The
    headings in this Agreement are for convenience only and shall not affect its interpretation.
	 	 
	(F)	The
    expressions “Vendor” and the “Purchaser” shall, where the context permits, include their respective
    successors, personal representatives and permitted assigns.


 




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	(G)	Any
    reference to a document in the “agreed form” is to a form of the relevant document which is in form and substance
    as may be approved by the Purchaser and the Vendor.


 


	2.	CONDITIONS


 


	(A)	The
    respective obligations of the parties to effect Completion shall be conditional upon the following conditions being fulfilled:-


 


	 	(i)	no
    event having occurred since the date hereof to Completion, the consequence of which is to materially and adversely affect
    the financial position, business, property, results of operations or business prospects of the Company and such material adverse
    effect shall not have been caused;
	 	 	 
	 	(ii)	the
    Warranties remaining true, accurate and correct in all material respects;
	 	 	 
	 	(iii)	all
    Consents of the Regulatory Bodies having been given or made; all waiting periods required, if any, under the laws of Hong
    Kong, United States or any other relevant jurisdictions having expired or terminated; all applicable statutory or other legal
    obligations having been complied with; and receipt by the Purchaser of all necessary Consents in respect of the transactions
    contemplated under this Agreement.


 


	(B)	The
    Vendor shall use all reasonable endeavours to ensure the fulfilment of the Conditions set out in Clauses 2(A).


 


	3.	SALE
    AND PURCHASE 


 


	(A)	Subject
    to the terms and conditions of this Agreement, the Vendor shall sell as beneficial owner and the Purchaser shall purchase
    (or procure the purchase of) the Sale Share free from all rights of pre-emption, options, liens, claims, equities, charges,
    encumbrances or third-party rights of whatsoever nature and with all rights now or hereafter becoming attached thereto (including,
    the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreement).
	 	 
	(B)	The
    consideration shall be HK$1.00 in total payable in cash. The Vendor hereby acknowledges receipt of the said consideration
    at the time of executing this Agreement.


 


	4.	CONDUCT
    OF BUSINESS PRIOR TO COMPLETION


 


	(A)	The
    Vendor undertake to the Purchaser that the business of the Company will be operated in a normal and prudent basis and in the
    ordinary course of day-to-day operations and that it will not do or omit to do (or allow to be done) or to be omitted to be
    done any act or thing (in either case whether or not in the ordinary course of day-to-day operations) which is material without
    the prior written consent of the Purchaser.


 




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	4A.	DUE
    DILIGENCE


 


	(A)	The
    Purchaser has carried out a legal, financial and technical due diligence review and investigation on the assets, liabilities,
    financial position, business, operations and affairs and the structure of the Company. Without prejudice and subject to Clauses
    3 and 5, the Purchaser hereby confirms:


 


	 	(i)	it
    is fully satisfied with the results of such due diligence review and investigation;
	 	 	 
	 	(ii)	it
    fully accepts the status quo of the assets, liabilities, financial position, business, operations and affairs and the structure
    of the Company; and
	 	 	 
	 	(iii)	its
    intention to purchase the Sale Share on the terms and conditions set out in this Agreement.


 


	5.	REPRESENTATIONS,
    WARRANTIES AND UNDERTAKINGS


 


	(A)	The
    Vendor hereby represent, warrant and undertake to the Purchaser as at the date of this Agreement and the date of Completion
    in the terms set out in Schedule 2 and acknowledge that the Purchaser in entering into this Agreement is relying on such representations,
    warranties and undertakings and the Purchaser shall be entitled to treat the same as conditions of this Agreement.
	 	 
	(B)	Insofar
    as the Warranties relate in whole or in part to material matters of fact they shall constitute representations upon which
    the Purchaser has entered into this Agreement and each of the Warranties (save as expressly provided to the contrary) shall
    not be limited or restricted by reference to or inference from the terms of any other Warranties or any other term of this
    Agreement.
	 	 
	(C)	In
    addition to the Purchaser’s right to damages or any other right at common law in respect of any breach of the Warranties,
    the Vendor undertake with the Purchaser to hold the Purchaser indemnified against any loss or liability suffered by the Purchaser
    as a result of or in connection with any breach of any of the Warranties and in respect of any depletion in the assets of
    the Company occasioned or suffered in connection therewith or with the rectifying of any breach of the Warranties together
    with all costs, charges, interest, penalties and expenses incidental or relating thereto properly incurred.
	 	 
	(D)	The
    Vendor undertakes to timely notify the Purchaser in writing of any matter or thing of which they become aware which is or
    may be a material breach of or materially inconsistent with any of the Warranties before Completion.
	 	 
	(E)	The
    Vendor waives any and all claims which they might otherwise have against the Company in respect of the completeness or accuracy
    of any information supplied, or of any failure to supply information, by or on behalf of the Company or any director or employee
    thereof to the Vendor or any of their advisers in connection with this Agreement or otherwise.


 




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	(F)	The
    Vendor shall not do, allow or procure any act or permit any omission by the Company before Completion which would constitute
    a breach of any of the Warranties in any material respect if they were given at the time of such act or omission or at Completion
    or which would make any of the Warranties inaccurate or misleading in any material respect if they were so given. The Vendor
    undertake to disclose to the Purchaser in writing any matter occurring prior to Completion which constitutes or may lead to
    a breach of or is inconsistent with any of the Warranties in any material respect or which may render any of the Warranties
    inaccurate or misleading in any material respect (or which would constitute a breach of or be inconsistent with any of the
    Warranties in any material respect , or renders any of them inaccurate or misleading in any material respect, if the Warranties
    were given at the time of such occurrence) immediately upon becoming aware of the same.
	 	 
	(G)	Where
    a Warranty is made or given “so far as the Vendor are aware”, such Warranty shall be deemed to be given to the
    knowledge, information and belief of the Vendor after making due and careful enquiries before giving such Warranty of the
    appropriate directors, employees and professional advisers to confirm the accuracy of each Warranty so given and having used
    all their reasonable endeavours to ensure that the matters so warranted by them are true and accurate in all respects.
	 	 
	(H)	If
    it is found on or prior to Completion that any of the Warranties is in any material respect untrue, incorrect or unfulfilled
    or if the Purchaser becomes aware of the occurrence of a Material Adverse Change (or its effect), the Purchaser shall be entitled
    by notice in writing to the Vendor to rescind this Agreement but (i) the failure by the Purchaser to exercise this right of
    rescission shall not constitute a waiver of any other rights of the Purchaser arising by reason of any breach of any of the
    Warranties and (ii) exercise of such right shall be without prejudice to any other rights and remedies the Purchaser may have
    hereunder.
	 	 
	(I)	The
    Vendor undertakes with the Purchaser to hold the Purchaser at all times indemnified against any Liability for Taxation which
    has arisen or may arise (or is deemed to have arisen) wholly or partly in respect of or in consequence of any event occurring
    or any income, profits or gains earned, accrued or received by the Company on or before the Completion Date, whether or not
    such taxation is chargeable against or attributable to any other person and against any costs, fees or expenses incurred in
    investigating, assessing or contesting that liability.


 


	6.	COMPLETION


 


	(A)	Subject
    to satisfaction of all the Conditions in full (save for any Condition the full compliance or satisfaction of which has been
    waived by the Purchaser) and the Purchaser’s rights under this Agreement, Completion shall take place on the Completion
    Date at such place and time as shall be mutually agreed by the parties hereto (time being of the essence) when all (but not
    part only) of the following businesses shall be transacted:-


 


	 	(i)	the
    Vendor shall deliver to the Purchaser or his nominee:


 


	 	(a)	instruments
    of transfer and sold notes in respect of the Sale Share duly executed on its behalf in favour of the Purchaser (or its nominee(s))
    accompanied by the relevant certificate for the Sale Share;
	 	 	 
	 	(b)	certified
    true copies of any powers of attorney or other authorities (if any) under which the instruments of transfer and bought and
    sold notes in respect of the Sale Share have been executed; 


 




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	 	(c)	such
    other documents, if any, as may reasonably be required to give to the Purchaser and/or his nominee(s) good title to the Sale
    Share and to enable the Purchaser and/or his nominee(s) to become the registered holder(s) thereof;
	 	 	 
	 	(d)	business
    licence, minutes, books, other statutory books and records, constitutive documents, common seal and company chops of the Company,
    all accounts books and all documents and papers in connection with its affairs and all documents of title to its assets in
    so far as not already delivered to the Purchaser, including without limitation, all returns and correspondences of the Company
    with the relevant government departments;
	 	 	 
	 	(e)	such
    other documents as may be reasonably requested by the Purchaser in order to complete the transaction contemplated by this
    Agreement.
	 	 	 
	 	(f)	duly
    signed minutes of board meeting of the Company at which the transfer of the Sale Share to the Purchaser be approved and any
    director be authorized to register the Purchaser as a member of the Company and to issue share certificate evidencing the
    same; 
	 	 	 
	 	(g)	duly
    signed minutes of board meeting of the Company at which this Agreement and the transactions contemplated thereunder be approved;


 


	 	(ii)	the
    Vendor’s Parent shall deliver to the Purchaser or his nominee:


 


	 	(a)	duly
    signed minutes of the board meeting of the Vendor’s Parent at which this Agreement and the transactions contemplated
    thereunder be approved; and
	 	 	 
	 	(b)	duly
    signed shareholder resolution of the Vendor’s Parent at which this Agreement and the transactions contemplated thereunder
    be approved.


 


	(B)	The
    Purchaser shall not be obliged to complete this Agreement or perform any obligations hereunder unless the Vendor complies
    fully with the requirements of Clause 6(A). Without prejudice to any other remedies which may be available to the Purchaser
    hereunder, if any provision of this Clause 6 is not complied with by the Vendor on the Completion Date, the Purchaser may:-


 


	 	(i)	defer
    Completion to a date falling not more than 28 days after the original Completion Date (and the provisions of this Clause 6
    shall apply to the deferred Completion) provided that, time shall be of the essence as regards the deferred Completion and
    if Completion is not effected on such deferred date, the Purchaser may rescind this Agreement and claim damages from the Vendor;
    or
	 	 	 
	 	(ii)	proceed
    to Completion so far as practicable (but without prejudice to the Purchaser’s rights hereunder) insofar as the Vendor
    shall not have complied with its obligations hereunder; or


 




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	 	(iii)	treat
    this Agreement as terminated for breach by the Vendor of a condition of this Agreement.


 


	7.	CONFIDENTIALITY
    AND ANNOUNCEMENTS


 


	(A)	Any
    party to this Agreement shall, and shall procure its associates and advisers, treat in confidence all non-public information
    regarding the matters disclosed in this Agreement (“Confidential Material”) subject to disclosure required by
    law or regulation. For the avoidance of doubt, the non-public information referred to herein does not include (i) any information
    that is in, or has, after the disclosure to or acquisition by such party, entered the public domain, or (ii) any information
    that is properly and lawfully in possession of such party prior to the time that it is disclosed hereunder.
	 	 
	(B)	No
    public announcement or communication of any kind shall be made in respect of the subject matter of this Agreement unless specifically
    agreed by the Purchaser or unless an announcement is required pursuant to relevant law or the requirements of the Stock Exchange.


 


	8.	NOTICES


 


	(A)	Each
    notice, demand or other communication given or made under this Agreement shall be in writing and delivered or sent by post
    or by email to the relevant party at its address or email address set out below (or such other address or email address as
    the addressee has by three (3) days’ prior written notice specified to the other parties):-


 


	 	To
    Vendor :	Room
    1301, 13/F., Tower A, New Mandarin Plaza, 14 Science Museum Road, TST East, Kowloon, Hong Kong
	 	Attention:	Ying
    Hua Liu
	 	Email
    address:	yinghua.liu@victoryglobalgroup.com
	 	 	 
	 	To
    Purchaser :	Room
    1301, 13/F., Tower A, New Mandarin Plaza, 14 Science Museum Road, TST East, Kowloon, Hong Kong
	 	Attention: 	Ms.
    Chloe Kan
	 	Email
    address:	info@sino-pride.com
	 	 	 
	 	To
    Vendor’s Parent:	424
    Madison Ave. Suite 1002, New York, NY 10017
	 	Attention:	Alex
    Brown
	 	Email
    address:	alex@victoryglobalgroup.com


 


	(B)	Any
    notice, demand or other communication so addressed to the relevant party shall be deemed to have been delivered (a) if given
    or made by letter shall be deemed received three (3) Business Days after the date of despatch; and (b) if given or made by
    email, when despatched.


 




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	9.	MISCELLANEOUS


 


	(A)	All
    provisions of this Agreement shall so far as they are capable of being performed or observed continue in full force and effect
    notwithstanding Completion except in respect of those matters then already performed.
	 	 
	(B)	If
    at any time one or more provisions hereof is or becomes invalid, illegal, unenforceable or incapable of performance in any
    respect under the laws of any relevant jurisdiction, the validity, legality, enforceability or performance in that jurisdiction
    of the remaining provisions hereof or the validity, legality, enforceability or performance under the laws of any other relevant
    jurisdiction of these or any other provisions hereof shall not thereby in any way be affected or impaired.
	 	 
	(C)	Time
    shall be of the essence of this Agreement, both as regards the dates and periods specifically mentioned and as to any dates
    and periods which may, by agreement in writing between the parties hereto, be substituted therefor.
	 	 
	(D)	Each
    party shall bear its own legal and professional fees, costs and expenses incurred in connection with this Agreement.
	 	 
	(E)	This
    Agreement shall be binding on and shall ensure for the benefit of the successors and assigns of the parties hereto but shall
    not be capable of being assigned by the parties hereto without the prior written consent of the other.
	 	 
	(F)	This
    Agreement sets forth the entire agreement and understanding between the parties or any of them in relation to the sale and
    purchase of the Sale Share and the transactions contemplated by this Agreement and supersedes and cancels in all respects
    all previous agreements, letters of intent, correspondence, understandings, agreements and undertakings (if any) between the
    parties hereto with respect to the subject matter hereof, whether such be written or oral.
	 	 
	(G)	This
    Agreement may be signed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
    Any party may enter into this Agreement by signing any such counterpart.
	 	 
	(H)	The
    parties shall do and execute or procure to be done and executed all such further acts, deeds, things and documents as may
    be necessary to give effect to the terms of this Agreement.
	 	 
	(I)	No
    waiver by any parties of this Agreement of any breach by any other party of any provision hereof shall be deemed to be a waiver
    of any subsequent breach of that or any other provision hereof and any forbearance or delay by the relevant party in exercising
    any of its rights hereunder shall not be constitute as a waiver thereof.


 


	10.	GOVERNING
    LAW AND JURISDICTION


 


	(A)	This
    Agreement is governed by and shall be construed in accordance with the laws of Hong Kong and the parties hereto hereby submit
    to the non-exclusive jurisdiction of the courts of Hong Kong in connection herewith.


 


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SCHEDULE
1


 


THE
COMPANY


 


	Name	:	SINO
    PRIDE DEVELOPMENT LIMITED
	 	 	 
	Company
    Number	:	0253599
	 	 	 
	Place
    of incorporation	:	Hong
    Kong
	 	 	 
	Date
    of incorporation	:	26
    May 1989
	 	 	 
	Registered
    office	:	Room
    1301, 13/F., Tower A, New Mandarin Plaza, 14 Science Museum Road, TST East, Kowloon, Hong Kong
	 	 	 
	Issued
    shares	:	30,000,000
	 	 	 
	Share
    capital	:	HK$30,000,000.00
	 	 	 
	Shareholder	:	Victory
    Commercial Investment Ltd.
	 	 	 
	Director	:	Alex
    Brown


 


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SCHEDULE
2


 


THE
WARRANTIES


 


The
Vendor hereby represents and warrants to the Purchaser that all representations and statements of fact set out in this Schedule
2 or otherwise contained in this Agreement are and will be true and accurate in all material respects as at the date hereof and
as at Completion.


 


	1.	Compliance
    with Legal Requirements and General Information


 


	(A)	All
    corporate or other documents of the Company required to be filed or registered with the Regulatory Bodies have been duly filed
    as appropriate.
	 	 
	(B)	The
    statutory books and minute books of the Company have been properly written up.
	 	 
	(C)	The
    Vendor has full power to enter into this Agreement and to exercise their rights and perform their obligations hereunder and
    this Agreement will, when executed by the Vendor, be a legal, valid and binding agreement on them and enforceable in accordance
    with the terms hereof.


 


	2.	Shares
    and Options
	 	 
	(A)	There
    is no option, right to acquire, mortgage, charge, pledge, lien or other form of security or encumbrance on, over or affecting
    any part of the issued or unissued share capital of the Company and there is no agreement or commitment to give or create
    any of the foregoing and no claim has been made by any person to be entitled to any of the foregoing which has not been waived
    in its entirety or satisfied in full.


 


	3.	Litigation
	 	 
	(A)	The
    Company is not a party to any material litigation or arbitration proceedings or to any material disputes and no material litigation
    or arbitration proceedings are, to the Vendor’s knowledge, threatened or pending either by or against the Company and
    there are no facts known to the Vendor (having made all due enquiry) which might give rise to any such proceeding or to any
    dispute or to any payment otherwise than in the ordinary course of business and there are no unfulfilled or unsatisfied judgment
    or court orders against the Company.


 


	4.	Insolvency
	 	 
	(A)	No
    order has been made or resolution passed for the winding up of the Company and there is not outstanding:-


 


	 	(i)	any
    petition or order for the winding up of the Company;
	 	 	 
	 	(ii)	any
    receivership of the whole or any part of the undertaking or assets of the Company;
	 	 	 
	 	(iii)	any
    petition or order for the administration of the Company; or
	 	 	 
	 	(iv)	any
    voluntary arrangement between the Company and any of its creditors.


 




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IN
WITNESS whereof the parties hereto have executed this Agreement the day and year first before written.


 


	SIGNED
    by Alex Brown, director	)
    /s/ Alex Brown
	for
    and on behalf of the Vendor	)
	Victory
    Commercial Investment Ltd.	)
	in
    the presence of:-	)
	 	)
	 	)


 


	SIGNED
    by Chen Fa, director	)
    /s/ Chen Fa
	for
    and on behalf of the Purchaser	)
	SINO
                                         PRIDE DEVELOPMENT

        (HK)
        LIMITED
	)

        )

	in
    the presence of:-	)
	 	)
	 	)


 


	SIGNED
    by Alex Brown, director	)
    /s/ Alex Brown
	for
    and on behalf of the Vendor’s Parent	)
	Victory
    Commercial Management Inc.	)
	in
    the presence of:-	)
	 	)
	 	)


 




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DATED
THE 1ST DAY OF OCTOBER 2020


 


Victory
Commercial Investment Ltd.


(Vendor)


 


and


 


SINO
PRIDE DEVELOPMENT (HK) LIMITED


(Purchaser)


 


and


 


Victory
Commercial Management Inc.


(Vendor’s
Parent)


 





 



 


SALE
AND PURCHASE AGREEMENT


relating
to


the
sale and purchase of 100% of the issued shares of


SINO
PRIDE DEVELOPMENT LIMITED


 





 



 


C.
L. CHOW & MACKSION CHAN


21st
Floor, Tesbury Centre,


28
Queen’s Road East,


Hong
Kong


Tel.
No. : 2877 3318 / 2810 7979


Fax
No. : 2877 2620 / 2845 2189


Ref.
No. : JD/GE/45744/20


 




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