SHAREHOLDERS’ PROXY AGREEMENTShareholders’ Proxy Agreement • November 13th, 2017 • Spirit International, Inc. • Wholesale-beer, wine & distilled alcoholic beverages
The above Subsidiary Company, the VIE Company and the Shareholders are hereinafter collectively referred to as the “Parties.”
EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • November 13th, 2017 • Spirit International, Inc. • Wholesale-beer, wine & distilled alcoholic beverages • Macau
This Equity Pledge Agreement (this “Agreement”) is made and entered into by the parties below on August 1, 2017 in Beijing, People’s Republic of China (“China”):
EXCLUSIVE TECHNICAL CONSULTANCY AND SERVICES AGREEMENTExclusive Technical Consultancy and Services Agreement • November 13th, 2017 • Spirit International, Inc. • Wholesale-beer, wine & distilled alcoholic beverages • Macau
This Exclusive Technical Consultancy and Services Agreement (this”Agreement”) is made and entered into by the Parties below on August 1, 2017 in Beijing, People’s Republic of China (“China”):
EXCLUSIVE CALL OPTION AGREEMENTExclusive Call Option Agreement • November 13th, 2017 • Spirit International, Inc. • Wholesale-beer, wine & distilled alcoholic beverages • Macau
(3)Party C:Jiucheng Asset Management Company, a company with limited liability duly registered and validly existing under the laws of China; and
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • November 13th, 2017 • Spirit International, Inc. • Wholesale-beer, wine & distilled alcoholic beverages • New York
This SHARE EXCHANGE AGREEMENT (this “Agreement”) is entered into as of this 10 day of November, 2017, by and among Spirit International Inc., a Nevada corporation (hereinafter referred to as “SRTN”), I Jiu Jiu Limited, a British Virgin Islands business company (“I JIU JIU”), Jiu Xin Cai Yuan Limited, a British Virgin Islands business company (“Jiuxin”), and Yangming Development Limited (“Yangming”), a British Virgin Islands business company, together holding 100% of the issued and outstanding capital stock of I JIU JIU (each one is a Stockholder; together “Stockholders”).
OPERATING AGREEMENTOperating Agreement • November 13th, 2017 • Spirit International, Inc. • Wholesale-beer, wine & distilled alcoholic beverages • Macau
STOCK CANCELLATION AGREEMENT AND RELEASEStock Cancellation Agreement and Release • November 13th, 2017 • Spirit International, Inc. • Wholesale-beer, wine & distilled alcoholic beverages • New York
This STOCK CANCELLATION AGREEMENT (the “Cancellation Agreement”) is made and entered into as of the 10 day of November, 2017 (the “Effective Date”), by and among I Jiu Jiu Limited, a British Virgin Islands business company (“I JIU JIU”), Jiu Xin Cai Yuan Limited, a British Virgin Islands business company (“Jiuxin”), and Yangming Development Limited (“Yangming”), a British Virgin Islands business company, together with Jiuxin holding 100% of the issued and outstanding capital stock of I JIU JIU (each one is a Purchaser; together “Purchasers”), and Kimho Consultants Company Limited, a company organized under the laws of Hong Kong (“Kimho” or “Stockholder”).
