Comprehensive Credit
Facility Agreement of Maximum Amount (“Credit Facility Agreement”) Entered into
by and between Shenzhen BAK Battery Co., Ltd (the “Company”) and Shenzhen
Eastern Branch, Agricultural Bank of China (the “Creditor”) on November
27th, 2008

    


    Main
contents:

    
      	
              Ø

            	
              Contract
      number: 81001200813170001;

            


    

    Maximum
amount of credit facilities to be provided: RMB580 million, including 400
million one-year term credit facilities and RMB 180 million five-year term
credit facilities;

    
      	
              Ø

            	
              Term:
      from Nov. 27th,
      2008 to Nov. 27th,
      2009, except as to funds borrowed under a loan agreement dated November
      23, 2006, which may be drawn at any time within five years of the
      effective date of the loan agreement, and the renewal of long-term loans
      need to get prior approval from the
Creditor;

            


    

    
      	
              Ø

            	
              Adjustment
      of credit, suspension of credit facilities and cancellation of all
      approved credit facilities can be made by the Creditor under any of the
      followings:

            


    

    
      	
               
      

            	
              n

            	
              The
      Company suffers severe operational risk or
  difficulties;

            


    

    
      	
               
      

            	
              n

            	
              Occurrence
      of great changes in the Company’s operational system (including dividing,
      merging, closing etc.)

            


    

    
      	
               
      

            	
              n

            	
              The
      Company’s payment ability is obviously weakened, the risk of repayment
      increased;

            


    

    
      	
               
      

            	
              n

            	
              Occurrence
      of great changes in market, or occurrence of great adjustment for monetary
      policy;

            


    

    
      	
               
      

            	
              n

            	
              The
      Company’s credit rate deteriorates;

            


    

    
      	
               
      

            	
              n

            	
              The
      Company fails to fulfill its obligations under this Credit Facility
      Agreement or any loan agreement entered into under this Credit Facility
      Agreement.

            


    

    
      	
              Ø

            	
              Breach
      of contract penalties: adjust the credit facility, suspension of the
      credit facility, cancel the unused credit
  facility.

            


    

    
      	
              Ø

            	
              Supplemental:

            


    

    
      	
               
      

            	
              n

            	
              The
      Company undertakes to maintain a percentage of the volume of certain
      activities with the Creditor compared to the volume of equivalent
      activities with all financial institutions combined that is at least equal
      to the percentage of its indebtedness to the Creditor compared to its
      indebtedness to all financial institutions combined.  The
      “activities” referred to in the preceding sentence include the volume of
      transactional payments drawn from applicable accounts and the level of
      foreign currencies deposited in accounts at applicable financial
      institutions. The Company also undertakes not to issue any dividends
      without the written consent of the Creditor prior to the expiration of all
      loans under the Credit Facility
Agreement.

            


    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      	
               
      

            	
              n

            	
              In
      the event the Company breaches the above undertaking, or the guarantor(s),
      who undertake(s) to guarantee the Company’s indebtedness to the Creditor
      under this Credit Facility Agreement, breaches any of its obligations
      under the Guaranty Contract of Maximum Amount (No.81905200800000302) and
      the Mortgage Contract of Maximum Amount (No.81906200800002148), the
      Creditor is entitled to claim rights in accordance with the clause of
      breach of contract penalties in this Credit Facility Agreement, and is
      entitled to declare all the loan agreements under this Credit Facility
      Agreement become mature in advance to
expiry.

            


    

    


    Headlines
of the articles omitted

    
      	
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              The
      rights and obligations of the
Company

            


    

    
      	
              Ø

            	
              The
      rights and obligations of the
Creditor

            


    

    
      	
              Ø

            	
              Disputation
      settlement

            


    

    
      	
              Ø

            	
              Validity

            


    

    
      	
              Ø

            	
              Effectiveness

            


    

    
      	
              Ø

            	
              Notification