[Ningbo
Heng Bang Long Electrical Equipment Co., Ltd.]

    (as the
“Purchaser”)

    


    and

    


    [Ningbo
Bang Shi Da Electrical Equipment Co., Ltd.]

    (as the
“Seller”)

    


    and

    


    Fan
Wenda

     (as
the “Guarantor” of the Seller)

     

    
      
        

      
 


    Supplemental
Agreement

      

    to

     
 

    Asset
and Business Purchase Agreement

    


    
      
 


    November
24, 2010, in Shenzhen


    
      
         


      

      
        
        

        
          

        

      

      
         


      

    


    TABLE
OF CONTENTS

    


    
      
        
          
            
              
                
                  	
                          CHAPTER

                        	 
      	
                          PAGE

                        
	 
      	 
      	 
      
	
                          CHAPTER I

                        	
                          DEFINITION

                        	
                          2

                        
	 	 	 
	
                          CHAPTER II

                        	
                          CONSIDERATION

                        	
                          2

                        
	 	 	 
	
                          CHAPTER III

                        	
                          GOVERNING LAW AND DISPUTES
      RESOLUTION

                        	
                          3

                        
	 	 	 
	
                          CHAPTER IV

                        	
                          MISCELLANEOUS

                        	
                          3

                        


                

              

            

          

        

      

    


    
      
         


      

      
        
        

        
          

        

      

      
         


      

    


    This
Supplemental Agreement to Asset and Business Purchase Agreement (this “Supplemental Agreement”)is
made and entered into by and among the following parties on November 24, 2010
(the “Execution Date”)
in the Peoples Republic of China (“China”):

    


    
      
        	
                Purchaser:

              	
                [Ningbo Heng Bang Long
      Electrical Equipment Co., Ltd.] (the
“Purchaser”)

              
	 
      	
                Registered
      Address: No. 17, Tian Tong Road, Hu Di Village, Lin Shan Town,
      Yuyao

              
	 
      	
                Legal
      Representative: Wang Yue

              
	 
      	
                Title:
      Chairman of the Board

              
	 
      	 
      
	
                Seller:

              	
                [Ningbo Bang Shi Da Electrical
      Equipment Co., Ltd.] (the “Seller”)

              
	 
      	
                Registered
      Address: Hu Di Village, Lin Shan Town, Yuyao

              
	 
      	
                Legal
      Representative: Fan Wenda

              
	 
      	
                Title:
      Chairman of the Board

              
	 
      	 
      
	
                Guarantor
      of the Seller:

              	
                Fan Wenda (the
      “Guarantor”)

              
	 
      	
                ID
      Number: 330219197710282890

              
	 
      	
                Address:
      Hu Di Village, Lin Shan Town,
Yuyao

              


      

    

     

    The
forgoing parties shall be hereinafter referred to as a “Party” respectively, and
as the “Parties” collectively.

     

    Whereas

     

    
      	
              1.

            	
              The
      Parties have executed an Asset and Business Purchase Agreement on
      November 6, 2010 (the “Purchase Agreement”),
      and the Seller has transferred all of the Target Assets and Target
      Business to the Purchaser on November 15, 2010, when the Seller and the
      Purchaser has made an inventory on all such
  targets.

            


    

     

    
      	
              2.

            	
              The
      Parties intend to adjust the Consideration provided in the Purchase
      Agreement according to Article 9 of the Purchase
  Agreement.

            


    

     

    Trough amicable negotiation, the
Parties agrees as follows


    
      
         


      

      
        1

        
          

        

      

      
         


      

    

     

    
      CHAPTER
I      DEFINITION

    

     

    
      	
              1.

            	
              Except
      as otherwise prescribed in this Supplemental Agreement, words and
      expressions used herein shall have the same meanings as defined in the
      Purchase Agreement.

            


    

     

    
      	
              2.

            	
              Titles
      of this Supplemental Agreement are set forth only for convenience of
      reading and shall not influence the content and interpretation of any
      provision.

            


    

     

    
      CHAPTER
II      CONSIDERATION

    

     

    
      	
              3.

            	
              The
      Purchaser (and/or the Controller) and the Seller have performed a physical
      inventory on the Target Assets pursuant to Article 9 of the Purchase
      Agreement.  According to the result of such physical
      inventory:

            


    

     

    
      	
               
      

            	
              (i)

            	
              The
      Fixed Assets (as listed in Exhibit I attached hereto) transferred from the
      Seller to the Purchaser were valued at RMB
  7,741,900.03,

            


    

     

    
      	
               
      

            	
              (ii)

            	
              The
      Inventory (as listed in Exhibit II attached hereto) transferred from the
      Seller to the Purchaser was valued at RMB
  4,642,327.82;

            


    

     

    
      	
               
      

            	
              (iii)

            	
              The
      Client Resources (as listed in Exhibit III attached hereto) were valued at
      RMB 32,113,900.00; and

            


    

     

    
      	
               
      

            	
              (iv)

            	
              The
      Parties confirm that the Transferred Employees are hereby set forth in
      Exhibit IV hereto.

            


    

     

    
      	
              4.

            	
              Based
      on the result of the aforesaid physical inventory as stated in Article 3
      above, the Parties agree that the final total Consideration under in the
      Purchase Agreement shall be adjusted to RMB
  44,498,127.85.

            


    

     

    
      	
              5.

            	
              Since
      the Actual Value of Target Assets which is RMB 44,498,127.85 is lower than
      the Evaluation Value of Target Assets which is RMB 49,322,100, the Parties
      hereby confirm that the exact amount of the Second Installment
      Consideration calculated based on the result of the physical count
      according to Article 9 of the Purchase Agreement shall
  be:

            


    

     

    
      Second
Installment Consideration actually paid by the Purchaser = RMB 41,322,100 –
(Evaluation Value of Target Assets – Actual Value of Target Assets) = RMB
41,322,100 – (RMB 49,322,100 – RMB 44,498,127.85) = RMB 36,498,127.85.

    

     

    To avoid
any doubt, the amount of the First Installment Consideration and the Third
Installment Consideration shall not change.


    
      
         


      

      
        2

        
          

        

      

      
         


      

    

     

    CHAPTER
III      GOVERNING LAW AND DISPUTES
RESOLUTION

     

    
      	
              6.

            	
              This
      Supplemental Agreement shall be governed, bound and protected by the laws
      of the PRC. The interpretation, performance, amendment, termination,
      validity and dispute resolution of this Supplemental Agreement shall be
      conducted in accordance with the laws of the
  PRC.

            


    

     

    
      	
              7.

            	
              In
      the event of any dispute with respect to the execution, interpretation,
      performance or validity of the provisions of this Supplemental Agreement
      or any dispute related to this Supplemental Agreement, the Parties shall
      negotiate in good faith to resolve the dispute. In the event the Parties
      fail to reach an agreement on the resolution of such a dispute, any Party
      may submit the relevant dispute to the China International Economic and
      Trade Arbitration Commission (the “CIETAC”) South China Sub-Commission for
      arbitration. The arbitration shall be conducted in Shenzhen in accordance
      with then-effective and applicable arbitration rules of CIETAC. The
      arbitration award shall be final and binding on all
    Parties.

            


    

     

    CHAPTER
IV  MISCELLANEOUS

     

    
      	
              8.

            	
              This
      Supplemental Agreement constitutes an inseparable part of the Purchase
      Agreement and both the Purchase Agreement and this Supplemental Agreement
      shall be equally binding to the Parties.  Expect for those
      explicitly amended and superseded by this Supplemental Agreement, the
      other provisions of the Purchase Agreement shall still be valid and
      effective.

            


    

     

    
      	
              9.

            	
              This
      Supplemental Agreement shall become effective upon execution by the
      Parties as of the date first above
written.

            


    

     

    
      	
              10.

            	
              In
      the event that any provision or stipulation hereunder is invalid, unlawful
      or unenforceable in accordance with the laws of the PRC, any other
      provisions shall remain effective and binding on all Parties without
      affecting the integral performance and material contents
      hereof.

            


    

     

    
      	
              11.

            	
              This
      Supplemental Agreement is executed in three copies, each Party holding one
      copy with equal legal validity.

            


    


    
      
         


      

      
        3

        
          

        

      

      
         


      

    

    


    
      Exhibits
of this Supplemental Agreement:

    

    


    
      Exhibit
I: List of Fixed Assets

    

    
      Exhibit
II: List of Inventory

    

    
      Exhibit
III: List of Client Resources

    

    
      Exhibit
IV: List of Transferred Employees

    

    


    [The remainder of this page has
intentionally been left blank]


    
      
         


      

      
        4

        
          

        

      

      
         


      

    


    Signature
Pages to the Supplemental Agreement to Assets and Business Purchase
Agreement.

    


    
      Purchaser:
[Ningbo Heng Bang Long Electrical Equipment Co., Ltd.]

    

    


    
      Signature/Seal: /s/ Wang Yue
[Company Seal]

    

    
      Name of
Legal Representative: Wang Yue

    

    
      Title:
Chairman of the Board

    


    
      
         


      

      
        5

        
          

        

      

      
         


      

    


    Signature
Pages to the Supplemental Agreement to Assets and Business Purchase
Agreement.

    


    
      Seller:
[Ningbo Bang Shi Da Electrical Equipment Co., Ltd.]

    

    


    
      Signature/Seal: /s/ Fan Wenda
[Company Seal]

    

    
      Name of
Authorized Representative: Fan Wenda

    

    
      Title:
Legal Representative

    


    
      
         


      

      
        6

        
          

        

      

      
         


      

    


    Signature
Pages to the Supplemental Agreement to Assets and Business Purchase
Agreement.

    


    
      Guarantor:
Fan Wenda

    

    


    
      
        
          	
                  Signature:

                	
                  /s/ Fan Wenda

                	 
      


        

      

    


    
      
         


      

      
        7

        
          

        

      

      
         


      

    

    


    
      Exhibit
I

    

    
      List
of Fixed Assets

    


    
      
         


      

      
        8

        
          

        

      

      
         


      

    

    


    
      Exhibit
II

    

    
      List
of Inventory

    


    
      
         


      

      
        9

        
          

        

      

      
         


      

    

    


    
      Exhibit
III

    

    
      List
of Client Resources

    


    
      
         


      

      
        10

        
          

        

      

      
         


      

    

    


    
      Exhibit
IV

    

    
      List
of Transferred Employees

    


    
      
         


      

      
        11