SHARE EXCHANGE AGREEMENTShare Exchange Agreement • June 16th, 2010 • China Forestry Inc • Blank checks • Nevada
SHARE EXCHANGE AGREEMENT (this "Agreement") is made this 10th day of June, 2010, by and between China Forestry, Inc., a Nevada corporation (“CHFY”), Financial International (Hong Kong) Holdings Co. Ltd., a company organized and existing under the laws of the Hong Kong SAR of the People’s Republic of China (“FIHK”); LIU, Shengli, the owner of 60% of the outstanding share capital of FIHK (“Liu”), and LI, Bin, the owner of 40% of the outstanding share capital of FIHK (“Li”) (Liu and Li collectively being the “Shareholders”), and Hanzhong Hengtai Bio-Tech Limited, a company organized and existing under the laws of the People’s Republic of China (“Hengtai”); FIHK and Hengtai being hereinafter referred to as the “FIHK Companies”; and FIHK and Hengtai are parties to variable interest entity contracts (hereinafter “VIE Contracts”) with each other and FIHK and each of the Shareholders are parties to VIE Contracts with each other. The VIE Contracts are attached as exhibits to this Agreement. All
