IRREVOCABLE POWER OF
ATTORNEY

    


    KNOW ALL
MEN BY THESE PRESENTS, in order to secure performance of certain obligations
born by the shareholders of Fujian Jinjiang Chendai Ailibao Shoes & Clothes
Co., Ltd (the “Company”)
(the “Principals”), each
Principal hereby makes and executes this Irrevocable Power of Attorney (this
“POA”).

    


    Each
Principal hereby irrevocably and to the fullest extent permitted by law appoints
and authorizes Lam Mei Ying (the “Attorney”) or any of
authorized representatives authorized by each Principal as its agent with full
power of substitution or resubstitution, to the full extent of each of the
Principals’ rights with respect to his or her entire equity interest of
company’s voting equity (the “Equity”).

    


    Upon
execution hereof, all prior POAs issued by each Principal with respect to any of
the Equity are hereby irrevocably revoked, and each Principal hereby warrants
that no subsequent POAs will be issued with respect to any of the
Equity.  This POA is irrevocable, coupled with interest granted in
connection with the Equity and shall be continuously valid from the date of
execution of this POA, so long as the Principals are the shareholders of the
Company.

    


    The
Attorney appointed by this POA is empowered, and may exercise this POA, to vote
all of the Equity at any meeting or in any other circumstance, upon which the
vote or other action of the holders of the Equity is sought, at any time during
the term of this POA,.

    


    As a
condition to the authorization hereunder, the Attorney shall be the person
nominated by AILIBAO (FUJIAN) MARKETING MANAGEMENT CO.,LTD and such
authorization shall be approved by AILIBAO (FUJIAN) MARKETING MANAGEMENT
CO.,LTD. This POA shall become void once AILIBAO (FUJIAN) MARKETING MANAGEMENT
CO.,LTD issues a written notice of removal of the Attorney. The Principals will
appoint and empower other persons designated by AILIBAO (FUJIAN) MARKETING
MANAGEMENT CO.,LTD, with full power of substitution and resubstitution, to the
full extent of each of the Principals’ rights set forth
hereinbefore.  In furtherance of the foregoing, the Principals will
issue a new POA in the form and substance of this POA.

    


    This POA
shall be binding upon all senior management, directors, attorneys, assigns and
successors of each Principal.

    


    IN
WITNESS WHEREOF, the undersigned has executed this POA on 18 November,
2010.


    
      
         


      

      
        
        

        
          

        

      

      
         


      

    


    [Signature
Page to the Business Operations Agreement]

    


    
      Principals

    

    


    Ding
Baojian

    


    
      
        
          	
                  /s/ DING
Baojian

                


        

      

    

    


    Ding
Baofu

     

    
      
        	
                /s/
      DING Baofu

              


      

    

     

    
      Ding
Changming

    

    


    
      
        
          	
                  /s/ DING
  Changming

                


        

      

    

    


    
      Attorney

    

    


    Name: Lam
Mei Ying

    


    
      
        
          	
                  /s/ LAM Mei
Ying