Attached files
Exhibit 10.22
Memorandum on Consulting Services for SUWN in Fiscal 2011
(Translation from Chinese to English)
Party A: Sunwin International Neutraceuticals, Inc.
Party B: China Direct Investments, Inc.
After friendly consultations between both parties, Party A hereby agrees to engage Party B to provide consulting services in fiscal 2011 pursuant to the terms and conditions defined as follows on the scope of the services and expenses payment.
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I.
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This memo shall be executed during Party A’s fiscal 2011, from May 1, 2010 to April 30, 2011.
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II.
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Scope of consulting services provided by Party B:
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1. Coordinate the preparation and filing of all required corporate documents and public disclosures concerning stock reverse split, change of the Company name and AMEX listing application;
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2. Assist Party A in hiring independent directors and forming director committees in compliance with the requirements of the Securities and Exchange Commission;
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3. Coordinate to raise $10-15 million for Party A after the Company is listed at AMEX;
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4. Coordinate the corporate matters on behalf of Party A including press release, investor relations, auditing, legal consultation, stock issuance, monitoring the brokerage accounts and stock trading by SUWN’s related parties, English/Chinese translation of documents, corporation registration update with the State, tax return, file management, etc.
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5. Coordinate the preparation and filing of all required public disclosures including but not limited to three 10Qs, annual report 10K,and 8-k;
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6. Provide assistance in financial management and the improvement of internal controls;
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7. Based on demands, assist Sunwin management in communicating with Sunwin USA and Wild Flavors and help to facilitate the sales growth of steviosides;
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8. Coordinate the disposition of vet medicine segment from SUWN per the instruction of Party A.
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III.
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Expenses Payment:
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When cash expenses occur with third party vendors or professionals for the corporate matters of Party A (including but not limited to article II 1-8 of this memo), Party A shall directly pay to the service providers. From experience, the annual budget of cash expenses is about $280,000.
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IV.
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This memo shall take affect upon signatures and stamps of both parties. Parties shall consult for the issues that were not unaddressed in this memo.
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Party A: Sunwin International Neutraceuticals, Inc.
Authorized Representative Signature: /s/ Dongdong Lin
Date:3/31/2010
Party B: China Direct Investments, Inc.
Authorized Representative Signature: /s/James Wang
Date:3/31/2010