Letter Agreement for Conversion of Participating Interests to Common Stock between Dongguan Plastic Cement Factory Guangdong and Xi’an Jiahui Real Estate Co., Ltd.

Summary

Dongguan Plastic Cement Factory Guangdong has agreed to convert its outstanding participating interests in the Jiahui Office Building project, valued at approximately RMB 13.6 million (about $1.69 million USD), into common stock of Xi’an Jiahui Real Estate Co., Ltd. at a rate of $2.00 per share. After this conversion, Dongguan will no longer have any rights to profits, losses, or distributions from the project. This agreement finalizes Dongguan’s exit from further financial involvement in the project.

EX-10.1 2 chinaexh10_1.htm CHINA PROPERTIES DEVELOPMENTS 8K, LETTER OF AGREEMENT, DONGGUAN Untitled Page



Exhibit 10.1


March 10, 2006



China Properties Developments Inc.
To the Board of Directors
89 Chang’an Middle Road
Yangming International Tower, 26/27 Flrs.
Xi’an, China
710061

Dear Board:

Re: Loan with Dongguan Plastic Cement Factory Guangdong

Please be advised that we, Dongguan Plastic Cement Factory Guangdong(“Dongguan”), by way of directors’ resolution, have agreed to convert any and all outstanding participating interests that we have with Xi’an Jiahui Real Estate Co., Ltd. in the Jiahui Office Building in the amount of RMB 13,632,215.62 Yuan ($US1,692,812.00) into common stock of the company at $2.00 per share.  Shaanxi will have no further interests in the profits, losses and distributions from the project.

Yours truly,

DONGGUAN PLASTIC CEMENT FACTORY GUANGDONG


/s/ Zhengxin Zhu


Zhengxin Zhu
President
Dongguan Plastic Cement Factory
Guangdong