COMPENSATION AGREEMENT
This Compensation Agreement is dated as of June 21, 2005 among China Health
Holding, Inc., a Nevada corporation (the "Company"), and Sichenzia Xxxx Xxxxxxxx
Xxxxxxx LLP ("SRFF").
WHEREAS, the Company has requested that SRFF provide the Company with legal
services in connection with its business, and SRFF has agreed to provide the
Company with such legal services;
WHEREAS, the Company wishes to compensate SRFF with shares of its common
stock for such services rendered; and
WHEREAS, the Company shall issue such shares of its common stock in the
name of Xxxxxxx X. Xxxxxxxx.
NOW THEREFORE, in consideration of the mutual covenants hereinafter stated,
it is agreed as follows:
1. The Company will issue up to 250,000 shares of the Company's common stock,
par value $.001 per share, to SRFF. Such shares shall be issued in the name of
Xxxxxxx X. Xxxxxxxx. Such shares shall not be issued until after the Company
files a registration statement on Form S-8 pursuant to Section 2 below. The
shares to be issued shall represent consideration for legal services to be
performed by SRFF on behalf of the Company.
2. 150,000 of the above compensation shall be registered using a Form S-8. The
Company shall file such Form S-8 with the Securities and Exchange Commission
within 30 days of the execution of this agreement.
IN WITNESS WHEREOF, this Compensation Agreement has been executed by the
Parties as of the date first above written.
China Health Holding, Inc.
/s/ Xxxxxxxx Xx
---------------
Xxxxxxxx Xx
President/CEO
/s/ Yu XiaoFei
--------------
Xx. Xx, XiaoFei, Director
/s/ Xx Xxxx
--------------
Xx. Xx, Xxxx
Xxxxxxxxx Xxxx Xxxxxxxx Xxxxxxx LLP
/s/ Xxxxxxx X. Xxxxxxxx
------------------------
Xxxxxxx X. Xxxxxxxx
Partner
