Equity Disposal Agreement
This Equity Disposal Agreement (the “ Agreement ”) is entered into in Qingdao of the People’s Republic of
China as of July 20, 2008 by and among the following Parties (hereinafter “ Parties of the Agreement ”):
Party A: Shengyuan Nutrition Food Co., Ltd.
Shareholder A: Zhang Jibin, ID card number: 370223196408110032
Shareholder B: Jiang Yunpeng , ID card number: 231026196305045811
Party C: Beijing Shengyuan Huimin Technology Service Co., Ltd.
I. Authorization of Selection Right
The Parties of this Agreement hereby agree that since the effective date of this agreement, unless to be
otherwise disclosed to Party A and explicitly approved by Party A in writing in advance, Party A has the
exclusive selection right, which allows Party A or the third party designated by Party A too purchase all
equities of Party B holding in Party C at any time at the minimum price permitted by the laws and
regulations of the People’s Republic of China in the premise that it is in conformity to the terms stated in this
Agreement. This selection right will be immediately authorized to Party A after this Agreement is signed by
and among the Parties and comes into effect. In addition, this authorization is irrevocable or not modifiable
within the effective term of this Agreement (including any extension period pursuant to Article 1.2 below)
upon the authorization.
1. Party A is a wholly-owned foreign enterprise which is established in the People ’ s Republic of China with
legally good standing, and its legal and effective registration certificate No. is ;
2. Party C is a company with limited liability w hich is registered and established in the People ’ s Republic of
China , and its legal and effective registration certificate No. is ;
3. The relevant parties of Party B are Party C’s shareholders (collectively referred to as “ Part