0001104659-05-052979 Sample Contracts

Contract
Share Exchange and Reorganization Agreement • November 7th, 2005 • Golden Health Holdings, Inc. • Non-operating establishments • New York

SHARE EXCHANGE AND REORGANIZATION AGREEMENT, dated as of September 30, 2005 (the “Agreement”), between GOLDEN HEALTH HOLDINGS, INC., a Nevada corporation (“Golden Health”); and JOY POWER INTERNATIONAL HOLDINGS LIMITED, a Hong Kong (“HK”) corporation (“Joy Power”), and THE SHAREHOLDERS OF JOY POWER, each of which is identified in Schedule A hereto (the “Joy Power Shareholders”).

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