SUBSCRIPTION
AGREEMENT

    


    


    The undersigned hereby subscribes for
500,000 shares of common stock of Kid Castle Educational Corporation, a Florida
Corporation (the “Corporation”), which shares
the Corporation and the undersigned agree have a fair market value of US$0.18
per share, for an aggregate purchase price of US$900,000.

    


    The undersigned agrees that upon
issuance of the shares, the undersigned will execute an investment letter in the
form attached as Attachment 1 to reflect that the undersigned is acquiring
such shares for investment purposes and not with a view toward their resale or
distribution.

    


    


    


    June 17, 2009.

    


    


    Min-Tan Yang

    


    


    By: /s/ Min-Tan
Yang                                    
 

           Min-Tan
Yang, Chief Executive Officer

    


    


    


    


    Accepted
June 17, 2009

    
 

    


    KID
CASTLE EDUCATIONAL CORPORATION

    


    


    


    By: /s/ Suang-Yi
Pai                       

           Suang-Yi
Pai, Chairman

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    ATTACHMENT
1

    


    To the
Board of Directors of

    Kid
Castle Educational Corporation

    


    The undersigned, Min-Tan Yang
(“Shareholder”), acknowledges receipt of 5,000,000 shares of common stock of Kid
Castle Educational Corporation, a Florida Corporation (the “Corporation”), which
shares the Corporation and Shareholder agree have a fair market value of US$0.18
per share, for an aggregate value of US$900,000.  In connection with
Shareholder’s acquisition of these securities, Shareholder acknowledges and
agrees as follows:

    


    These securities are not registered
under the Securities Act of 1933 (the “Act”) as the transaction in which they
are being acquired is exempt under Section 4(2) of the Act as not involving any
public offering.  Reliance of the Corporation and others upon this
exemption is predicated in part upon my representation (which Shareholder hereby
confirms) that Shareholder is acquiring these securities for its own account
with no present intention of selling or otherwise distributing the same to the
public.  Shareholder understands that in the view of the Securities
and Exchange Commission (the “SEC”) the statutory and administrative basis for
exemption would not be present if, notwithstanding Shareholder’s representation,
Shareholder has in mind merely acquiring these securities for sale upon the
occurrence or non-occurrence of some predetermined event such as, for example,
holding the securities for a market rise, or for sale if the market does not
rise, or for a fixed or determinable period in the future.

    


    These securities must be held
indefinitely unless they are subsequently registered under the Act or an
exemption from registration is available.  Any routine sales of these
securities made in reliance upon the exemption afforded by Rule 144 of the SEC
can be made only in limited amounts in accordance with the terms and conditions
of that rule, and, in the event this rule is for some reason inapplicable,
compliance with Regulation A of the SEC or some other disclosure exemption
will be required.  The Corporation will supply to shareholder such
information in its possession as may be necessary to enable shareholder to make
routine sales of the securities under Rule 144, if that Rule is
available.  However, the Corporation is under no obligation to make
such information “publicly available,” to otherwise comply with any such
exemption, or to register the securities.

    


    In accordance with the policies of the
SEC, the Corporation is placing the following legend upon the certificates
representing the securities and is placing upon the Corporation’s stock transfer
records a stop-transfer order preventing transfer of the securities pending
compliance with the conditions set forth in the legend:

    


    These
securities are not registered under state or federal securities laws and may not
be offered, or sold, pledged (except a pledge pursuant to the terms of which any
offer or sale upon foreclosure would be made in a manner that would not violate
the registration provisions of federal or state securities laws) or otherwise
distributed for value, nor may these securities be transferred on the books of
the corporation, without opinion of counsel, concurred in by counsel for the
corporation, that no violation of said registration provisions would result
therefrom.

    


    In addition to the foregoing,
Shareholder acknowledges that, as a director and as a controlling shareholder of
the Corporation, Shareholder is entitled to additional restrictions on transfer
under applicable securities laws.  Shareholder represents that he will
comply with all such laws.

    


    SHAREHOLDER HAS CAREFULLY READ THE
FOREGOING AND UNDERSTANDS THAT IT RELATES TO RESTRICTIONS UPON THE ABILITY TO
SELL AND/OR TRANSFER THE SECURITIES CONTEMPLATED HEREBY.

    


    June 17, 2009.

     

    
      	 	

              Min-Tan
      Yang

               

              By:
      /s/ Min-Tan
      Yang                                    
       

                    
      Min-Tan Yang, Chief Executive
Officer