EXHIBIT 10.5 PROMOTER'S SHARE AGREEMENT This Promoter's Share Agreement ("Agreement") is made this fourteenth day of May, 2009, by and between Dennis Healthcare Solutions, Inc. ("DHS"), a Delaware Corporation, represented by Chairman Mr. K.J. Dennis...

                                                                    EXHIBIT 10.5


                           PROMOTER'S SHARE AGREEMENT


     This Promoter's  Share Agreement  ("Agreement") is made this fourteenth day
of May,  2009, by and between  Xxxxxx  Healthcare  Solutions,  Inc.  ("DHS"),  a
Delaware  Corporation,  represented by Chairman Xx. X.X.  Xxxxxx  ("Xxxxxx") and
Xxxxx  X.X  ("Anoop"),  Xx.  X.  Xxxxxxxxx  ("Xxxxxxxxx"),   Mr.  Xxxxxxx  Xxxxx
("Xxxxx"), and Xx. Xxxxxx X. Xxxxxxx ("Xxxxxxx")


                                   WITNESSETH:

     WHEREAS, DHS is reliant upon Xxxxxxx, Xxxxx, Xxxxxxxxx and Xxxxx to execute
the Business Plan of the corporation,  building its balance sheet and its equity
capital; and

     WHEREAS,  Xx. Xxxxxx is the Chairman and principal  investor into DHS as of
May 2009, and requires the efforts and good offices of Xxxxxxx, Xxxxx, Xxxxxxxxx
and Xxxxx to build DHS into a viable company;

     NOW,  THEREFORE  it is agreed that upon  meeting one of the two  conditions
precedent, and the receipt of other good and valuable consideration, the receipt
and sufficiency of which is hereby acknowledged, Xxxxxxxxx and Xxxxx be issued 1
million  shares of DHS common  stock to share  among them and their  nominees at
their sole discretion; and Xxxxxxx will be issued 1 million shares of DHS common
stock to share among himself and his nominees at his sole  discretion,  upon one
of the following events:

     1.   DHS achieves a revenue run rate of US$10 million annually; or

     2.   Xxxxxxxxx, Xxxxx and Xxxxxxx are successful in raising US$2 million or
          more in a private placement for shares of DHS.



By: /s/ XXXXXX X. XXXXXXX, PRES.          /s/ X. X. XXXXXX
    _________________________________         __________________________________
    Xxxxxx Healthcare Solutions, Inc.         X. X. Xxxxxx  (Chairman)

Dated: May 22, 2009                       Dated: May 14, 2009



By: /s/ XXXXXX X. XXXXXXX, PRES.          /s/ XXXXX X. X.
    _________________________________         __________________________________
    Xxxxxx Healthcare Solutions, Inc.         Xxxxx X.X.

Dated: May 22, 2009                       Dated: May 14, 2009



/s/ XXXXXXXXX X.                          /s/ XXXX XXXXX
    _________________________________     ______________________________________
    Xxxxxxxxx P                               Xxxx Xxxxx

Dated: May 14, 2009                       Dated: May 14, 2009



/s/ XXXXXX X. XXXXXXX
    _________________________________
    Xxxxxx X. Xxxxxxx

Dated: May 22, 2009