Exhibit 10.33


 


Amendment
to Voting Rights Proxy and Financial Supporting Agreement


 


This
Amendment to Voting Rights Proxy and Financial Supporting Agreement (the “Amendment”) is made and entered into as
of the May 13, 2019, by and between Chongqing Jinghuangtai Enterprise Management and Consulting Co., Ltd., a wholly foreign-owned
enterprise registered in China (“Party A”), Chongqing Penglin Food Co., Ltd., a limited liability company registered
in China (“Party B”), and Zeshu Dai (“Party C”), all of whom enter this agreement under the following
terms and conditions:


 


WITNESSETH:


 


WHEREAS,
the Voting Rights Proxy and Financial Supporting Agreement (the “Original Agreement”) was made and entered in to as
of the 9th day of October 2017 by and between Party A ,Party B and Party C; and


 


WHEREAS,
the former shareholder, Mr. Xiaojun Zheng, Ms. Yan Liao, Mr. Xiaolin Cao and Mr. Xinxin Shao transferred 0.8%, 0.8%, 0.8% and
0.7% equity of Party B to Party C, respectively on May 13, 2019.


 


NOW,
THEREFORE, in consideration of, and for the mutual promises and covenants contained herein, and for other good and valuable consideration,
the receipt of which is hereby acknowledged, the parties agree to amend the Agreement as follows:


 


		1.	Amendments



 


(1)
“The Entrusting Party, the shareholders of Party C, collectively own 58.1% of the equity interest in Party C in
record”of the Original Agreement is hereby amended and replaced in its entirety to read as follows:


 


“The
Entrusting Party, the shareholders of Party C, collectively own 61.2% of the equity interest in Party C in record.“


 


(2)
“I, Zeshu Dai, a Chinese citizen with Chinese Identification Card No.: ----, and a holder of 58.1% of the entire
registered capital in Chongqing Penglin Food Co., Ltd. ("My Shareholding"), hereby irrevocably authorize Chongqing
Jinghuangtai Enterprise Management and Consulting Co., Ltd. (“Designee”) to exercise the following rights
relating to My Shareholding during the term of this Power of Attorney:”of the Exhibit A of the Original Agreement is
hereby amended and replaced in its entirety to read as follows:


 


“I,
Zeshu Dai, a Chinese citizen with Chinese Identification Card No.: ----, and a holder of 61.2% of the entire registered capital
in Chongqing Penglin Food Co., Ltd. ("My Shareholding"), hereby irrevocably authorize Chongqing Jinghuangtai Enterprise
Management and Consulting Co., Ltd. (“Designee”) to exercise the following rights relating to My Shareholding during
the term of this Power of Attorney: “


 






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	2.	Effect
                                of Amendment. The provisions of the Original Agreement are amended and modified by the provisions
                                of this Amendment. If any provision of the Original Agreement is materially different from or
                                inconsistent with any provision of this Amendment, the provision of this Amendment shall control,
                                and the provision of the Original Agreement shall, to the extent of such difference or inconsistency,
                                be disregarded. Except as expressly provided in this Amendment, all of the terms and provisions
                                in the Original Agreement are and shall remain in full force and effect, on the terms and subject
                                to the conditions set forth therein. This Amendment does not constitute, directly or by implication,
                                an amendment or waiver of any provision of the Original Agreement, or any other right, remedy,
                                power or privilege of any party thereto, except as expressly set forth herein. For the avoidance
                                of doubt, and notwithstanding anything in this Amendment, to the extent any of the provisions
                                of this Amendment, or any of the matters contemplated hereby, conflict with, or require (or are
                                subject to) disclosure by the parties pursuant to the Original Agreement, or if any such non-disclosure
                                or any other term of this Amendment would constitute an inaccuracy or breach of any of the representations,
                                warranties or covenants of the parties in the Agreement, such conflict, requirement or breach
                                is hereby waived.



 


	3.	Single
                                Agreement. This Amendment and the Original Agreement, as amended and modified by the provisions
                                of this Amendment, shall constitute and shall be construed as a single agreement. The provisions
                                of the Original Agreement, as amended and modified by the provisions of this Amendment, are incorporated
                                herein by this reference and are ratified and affirmed. The term “Agreement” as used
                                in the Original Agreement shall be deemed to refer to the Original Agreement as previously amended
                                and as amended hereby.



 


	4.	Entire
                                Agreement. The Original Agreement, as amended and modified by this Amendment, and the documents
                                or instruments referenced herein, constitutes the entire agreement between the parties with respect
                                to the subject matter of this Agreement and supersedes all prior agreements and understandings,
                                both oral and written, between the parties with respect to its subject matter.



 


	5.	Miscellaneous.
                                Other sections of the Original Agreement are hereby incorporated herein by reference and apply
                                to this Amendment as if all references to the “Agreement” contained therein were instead
                                references to this Amendment.



 


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[Signature
page]


 


IN
WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date set forth above.


 


	Party A: 	Chongqing Jinghuangtai Enterprise Management and Consulting
Co., Ltd.
	By:	/s/
    Zeshu Dai	 
	Name:	Zeshu
    Dai	 
	Title:	Legal
    Representative	 
	 	 	 
	Party
    B:	Chongqing
    Penglin Food Co., Ltd.	 
	By:	/s/
    Zeshu Dai	 
	Name:	Zeshu
    Dai	 
	Title:	Legal
    Representative	 
	 	 	 
	Party
    C:	Zeshu
    Dai	 
	By:	/s/
    Zeshu Dai	 




 






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