EX-10.1 2 cdwi8kex101122905.txt ENGLISH SUMMARY OF THE EQUITY TRANSFER TERMSHEET Exhibit 10.1 Summary of the Equity Transfer Agreement Transferors - Tai Yi (holder of 38% total equity interest in Shanghai Kena Energy Saving Electric Co Ltd ("the Company"); - Zheng Chang (holder of 32% total equity interest in the Company); - Zhang Naiyao (holder of 25% total equity interest in the Company). Transferee Shanghai TCH Data Science & Technology Co. Ltd The Transfer Transferors to transfer 95% total equity interest in the Company to the Transferee, together with all rights attached (including but not limited to the right to receive dividends and the right to appoint directors) Consideration Transferee to pay a total consideration in sum of RMB28,500,000.00 to the Transferors: - Payment of RMB11,400,000 to Tai Yi for 38% total equity interest in the Company; - Payment of RMB9,600,000 to Zheng Chang for 32% total equity interest in the Company - Payment of RMB7,500,000 to Zhang Naiyao for 25% total equity interest in the Company Date of the Agreement 29 December 2005 Effective date of the Date of registration of the Transfer Transfer Payments of - Payments to be made within 10 working days after consideration the registration of the Transfer has been approved by the State Administration for Industry and Commerce - Payments to be made to the Transferors by Shanghai Sifang Co. Ltd on behalf of the Transferee (details of such arrangement to be agreed by the Transferors and the Transferee and Shanghai Si Fang Co. Ltd) Tax Each party shall bear their own tax liability