f8k032910ex10ii_exp4.htm


     

    EXHIBIT 10.2


     

    Jiangxi
Yingtan Huaxin Livestock Co., Ltd

    


    Equity
Transfer Agreement

     

    


     

    
      	Transferor:
    	Xu
      Dengfu (hereinafter referred to as “Party
    A”)
	 	ID No.:
      360622195305137717


    

     

    Transferee:
Beijing Huaxin Tianying Livestock Technology Co., Ltd (hereinafter referred to
as “Party
B”)

     

    This
agreement is made and entered into as of January 13, 2010 by both parties in
respect of the Equity Transfer of Jiangxi Yingtan Huaxin Livestock Co., Ltd
(hereinafter referred to as “Yingtan Huaxin”).

     

    Now,
THEREFORE, both parties, basing on the principles of equality and mutual
benefits, through friendly negotiations, hereby agree as follows:

     

    
      	
              1.  

            	
              Equity
      Transfer

            


    

     

    Party A
agrees to transfer to Party B the 1% equity of Yingtan Huaxin (hereinafter
referred to as “Transferring
Equity” it holds.

     

    
      	
              2.  

            	
              Warranty

            


    

     

    
      	
              2.1.  

            	
              Party
      A warrants that the Transferring Equity it desires to transfer to Party B
      is its true capital contribution in Yingtan Huaxin, furthermore, Party A
      lawfully holds the Transferring Equity and has the full right of
      disposition.  Party A warrants that the Transferring Equity is
      free and clear of any mortgage, pledge, guarantee and claims of any third
      party.  Otherwise Party A shall be responsible for all relevant
      liabilities.

            


    

     

    
      	
              2.2.  

            	
              After
      transferring to Party B the Transferring Equity, the relevant rights and
      obligations of Party A in Yingtan Huaxin shall be transferred to and borne
      by Party B.

            


    

    


    
      	
              3.  

            	
              Amendment
      and Rescission

            


    

     

    Parties
may amend or rescind this Agreement in writing under any of the
following:

     

    
      
         


      

      
         


        
          

        

      

      
         


      

    

     

    
      	
              a)  

            	
              This
      Agreement becomes unenforceable due to force majeure or the external
      reasons which no party has negligence but
  unavoidable.

            


    

     

    
      	
              b)  

            	
              A
      party has forfeited the ability of performing this
    agreement.

            


    

     

    
      	
              c)  

            	
              Breach
      of this agreement by a party or parties seriously damages the benefits of
      Non-defaulting Party and makes the performance of this Agreement become
      unnecessary.

            


    

     

    
      	
              d)  

            	
              Both
      Parties agree to amend or rescind this agreement through negotiation under
      the change of actual circumstances.

            


    

     

    


    
      	
              4.  

            	
              Dispute
      Resolution

            


    

     

    
      	
              4.1.  

            	
              Any
      dispute in connection with the effectiveness, performance, default and
      rescission shall be settled by both parties through friendly
      negotiation.

            


    

     

    
      	
              4.2.  

            	
              In
      the event that parties fail to negotiate, any party may submit the dispute
      to the People’s Court.

            


    

     

    


    
      	
              5.  

            	
              Condition
      and Dateof Effectiveness

            


    

     

    This
Agreement shall come into force after executed by both parties.

     

     

    
      	
              6.  

            	
              This
      Agreement is made in a set of 4 copies, each party shall hold one copy,
      Yingtan Huaxin shall hold one copy, and one copy shall be filed to
      Administration of Industry and
Commerce.

            


    

     

    
      
         


      

      
         


        
          

        

      

      
         


      

    

     

    EXECUTION
PAGE

    


     

    


    Transferor:
Xu Dengfu

     

    


    (Signature)/s/ Xu
Dengfu

    


    


    Transferee:
Beijing Huaxin Tianying Livestock Technology Co., Ltd.

    


    (Signature) Beijing Huaxin Tianying
Livestock Technology Co., Ltd.

    


    


     
 

    January
13, 2010