STOCK ESCROW AGREEMENT
STOCK ESCROW AGREEMENT, dated as of _____________, 2007 (“Agreement”), by
and among CHINA DISCOVERY ACQUISITION CORP., a Delaware corporation (“Company”),
BEATRICE HOM, WING YIP, MICHAEL HSU, VINCENT SHEN, FRANCOIS SHIH, LI WEN SHI and
XIONG YIN (collectively “Initial Stockholders”) and CONTINENTAL STOCK TRANSFER & TRUST
COMPANY, a New York corporation (“Escrow Agent”).
WHEREAS, the Company has entered into an Underwriting Agreement, dated __________,
2007 (“Underwriting Agree-ment”), with EarlyBirdCapital, Inc. (“EBC”) acting as representative of the several
underwriters (collectively, the “Underwriters”), pur-suant to which, among other matters, the Underwriters have
agreed to purchase 5,000,000 units (“Units”) of the Company. Each Unit consists of one share of the Company’s
common stock, par value $.0001 per share (“Common Stock”), and two Warrants, each Warrant to purchase
one share of Common Stock, all as more fully described in the Company’s final Prospectus, dated _________,
2007 (“Prospectus”) com-prising part of the Company’s Registration Statement on Form F-1 (File No. 333-
_______) under the Securities Act of 1933, as amended (“Registration Statement”), declared effective on
________, 2007 (“Effective Date”).
WHEREAS, the Initial Stockholders have agreed as a condition of the sale of the Units to
deposit their shares of Common Stock of the Company, as set forth opposite their respective names in Exhibit A
attached hereto (collec-tively “Escrow Shares”), in escrow as hereinafter provided.
WHEREAS, the Company and the Initial Stockholders desire that the Escrow Agent accept the
Escrow Shares, in escrow, to be held and disbursed as hereinafter provided.
IT IS AGREED:
Appointment of Escrow Agent . The Company and the Initial Stockholders hereby appoint the
Escrow Agent to act in accordance with and subject to the terms of this Agreement and the Escrow Agent
hereby accepts such appointment and agrees to act in accordance with and subje