PERFECTENERGY
INTERNATIONAL LIMITED

      


      EMPLOYMENT
AGREEMENT

      


      


      This
EMPLOYMENT AGREEMENT (the “Agreement”) is entered into on January 16, 2009 by
and between Perfectenergy International Limited, a Nevada corporation (the
“Company”) and Diping Zhou (“Executive”).

      


      RECITALS

      


      WHEREAS, the Company is a
corporation duly organized and existing under the laws of the State of
Nevada;

      


      WHEREAS, the Executive is an
individual who has served as the Company’s Vice President of Operations under an
employment agreement with the Company’s indirect wholly owned subsidiary,
Perfectenergy (Shanghai) Limited, a company organized under the laws of the
People’s Republic of China (“Subsidiary”), dated September 1, 2005 (the
“Subsidiary Agreement”);

      


      WHEREAS, the Subsidiary
Agreement expired on September 1, 2008;

      


      WHEREAS, the Executive
continues to serve as the Company’s Vice President of Operations;

      


      WHEREAS, the Company and the
Executive desire to memorialize the terms and conditions of the Executive’s
continued services as the Company’s Vice President of Operations under a new
employment agreement with the Company.

      


      AGREEMENT

      


      NOW, THEREFORE, in
consideration of the mutual promises, covenants, and conditions contained
herein, the parties agree as follows:

      


      1.      
      Renewal
of Terms of Subsidiary Agreement.  The mutual
promises, covenants, and conditions contained in the Subsidiary Agreement
(defined above under “Recitals”) shall continue to be in force under the term of
this Agreement, except as provided herein.

      


      2.       
     Effective
Date.  The effective
date of this Agreement shall be September 2, 2008 (the “Effective
Date”).

      


      3.         
   Term.  The term of this
Agreement shall be four (4) years from the Effective Date, subject to early
termination.

      


      4.       
     Compensation.  In consideration
for the Executive’s services to the Company, the Executive shall receive a base
cash salary of RMB480,000 per annum.

      


      5.       
     Miscellaneous
Provisions.

      


      4.1           All
parties warrant that they possess the full authority and capacity to enter into
this Agreement and bind their respective associates.

       

      
        
           

        

        
           

          
            

          

        

        
           

        

      

      


      4.2           This
Agreement may not be assigned by the Executive, the services contracted for
herein are specific to the Executive and may not be delegated and/or assigned to
any other person other than the Executive.

      


      4.3           If
any provision of this Agreement shall be found to be invalid or unenforceable in
any respect, the remainder of the Agreement shall remain in full force and
effect.  This Agreement shall be interpreted to provide a full and
reasonable commercial interpretation.

      


      4.4           This
Agreement expresses the entire understanding with respect to the subject matter
hereof and supersedes and terminates any prior oral or written agreements with
respect to the subject matter hereof.  Any term of this Agreement may
be amended and observance of any term of this Agreement may be waived only with
the written consent of the parties hereto.  Waiver of any term or
condition of this Agreement by any party shall not be construed as a waiver of
any subsequent breach or failure of the same term or condition or waiver of any
other term or condition of this Agreement.  The failure of any party
at any time to require performance by any other party of any provision of this
Agreement shall not affect the right of any such party to require future
performance of such provision or any other provision of this
Agreement.  This Agreement may be executed in separate counterparts
each of which will be an original and all of which taken together will
constitute one and the same agreement, and may be executed using facsimiles of
signatures, and a facsimile of a signature shall be deemed to be the same, and
equally enforceable, as an original of such signature.

      


      


      This
Agreement has been executed and delivered by the undersigned and is made
effective as of the date set first set forth above.

      


      


      
        	
                COMPANY:

              	 
      
	 
      	 
      
	 
      	
                Perfectenergy
      International Limited

              
	 
      	 
      
	 
      	
                /s/
      Wennan Li

              
	 
      	
                _____________________________

              
	 
      	
                By:
      Wennan Li

              
	 
      	
                Its:
      Chief Executive Officer

              


      

      


      


      
        	 	
                EXECUTIVE:

              
	 	 
      
	 	
                /s/
      Diping Zhou

              
	 	
                _____________________________

              
	 	
                Diping
      Zhou