Attached files

                                                                    Exhibit 10.1

                            [LETTERHEAD OF ORGENESIS]

April 2nd, 2012

Corax Management, Inc.(the "CONSULTANT")
Attention: Guy Yachin
Potomac, MD, U.S.A.

Dear Sir:

RE: Consulting Agreement for Director of Orgenesis Inc.

This  letter  confirms  the  terms  of  the  consulting  agreement  between  the
Consultant and Orgenesis Inc., a Nevada SEC reporting  company which is publicly
traded in the United States ("Orgenesis"). You have agreed to provide Guy Yachin
to be a director of Orgenesis,  and have agreed to ensure that he undertakes the
duties and responsibilities of a director.

In consideration  of your provision of Guy Yachin as a director,  Orgenesis will
pay to the  Consultant a signing bonus of USD$5,000  and starting  April 2012, a
gross  monthly fee of  USD$2500.  In  addition,  the  Consultant  is entitled to
payment for Guy Yachin's  attendance at Board meetings including those conducted
in  person  or by  conference  call at the  rate of $300 for the  first  hour of
attendance and $200 for each additional hour or portion of an hour. As well, you
will be  entitled  to stock  options as per the policy  set for  director  stock
options to be  established  by the Company.  The options can be exercised  for 5
years and will be subject to the terms of the Orgenesis  stock option plan to be
adopted soon (the "Plan"),  and will vest over time as set out in the Plan. Note
that as a director of a reporting  company,  Guy Yachin will be required to file
insider reports and otherwise comply with all SEC rules and procedures.

You will be reimbursed for all reasonable business expenses that are incurred by
you on behalf of Orgenesis provided the expenses are pre-approved by management.

Please sign a copy of this letter and have Mr. Yachin sign the attached  Consent
indicating acceptance.

Yours truly,


/s/ Vered Caplan
--------------------------------
Vered Caplan
Director

Agreed


/s/ Guy Yachin
--------------------------------
Guy Yachin
Corax Management, Inc.

                                      -2-


                           CONSENT TO ACT AS DIRECTOR

TO: ORGENESIS, INC. (the "Corporation")

1.   I hereby consent to my appointment as a director of the Corporation.

2.   I hereby confirm that as of this date, I am not disqualified from acting as
     a director pursuant to the laws of the State of Nevada.  This consent shall
     be effective as of this date and shall remain  effective  until  revoked by
     notice in writing to the Corporation at its registered office.

This consent may be sent by electronic facsimile transmission and shall be
deemed to be an original.

DATED as of the 1st day of April, 2012


                                             /s/ Guy Yachin
                                             -----------------------------------
                                             GUY YACHIN

                                             Address: 7 Orchard Way N,
                                                      Potomac MD, 20854 USA