0001047469-10-009865 Sample Contracts

Shares China Shengda Packaging Group Inc. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • November 17th, 2010 • China Shengda Packaging Group Inc. • Paperboard containers & boxes • New York

China Shengda Packaging Group Inc., a Nevada corporation (the “Company”) and the person listed on Schedule II hereto (the “Selling Stockholder”), propose, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the “Underwriters”), for whom you are acting as Representative (the “Representative”), an aggregate of shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”). Of the Firm Shares, are to be issued and sold by the Company and are to be sold by the Selling Stockholder. The respective amounts of the Firm Shares to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to grant to the Underwriters an option to purchase up to an additional shares (the “Option Shares”) of Common Stock from the Company for the purpose of covering over-allotments in connection with the sale of

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