Amendment Agreement to Acquisition Agreement between China NetTV Holdings Inc. and Honglu Shareholders

Summary

This agreement amends a previous acquisition agreement between China NetTV Holdings Inc. and the shareholders of Honglu Investment Holdings, Inc. The amendment sets a new closing date of October 15, 2003, for China Net to acquire all shares of Honglu, with shares held in escrow until Honglu's audit is delivered. It also requires China Net to change its name to Highland Mining (China), Inc., and for Honglu's financial statements to be audited and converted to US GAAP. The appointment of new directors will follow SEC procedures.

EX-10.1 3 ex101.txt EXHIBIT 10.1 AMENDMENT AGREEMENT AMENDMENT AGREEMENT THIS AGREEMENT made effective the 7th day of August, 2003. BETWEEN China NetTV Holdings Inc., a business corporation duly incorporated and validly existing under the laws of the State of Nevada, with its business address at 950, 789 West Pender Street, Vancouver, BC, Canada ("China Net") AND Wang Zhi Yang Jie Ronald Xie Ma Xiao Jun ("Honglu Shareholders") (each a "Party", collectively, the "Parties") WHEREAS: The Parties entered into an Acquisition Agreement dated July 4, 2003 (the "Acquisition Agreement"), by which China Net will acquire 100% of the issued and outstanding shares of Honglu Investment Holdings, Inc. ("Honglu"). NOW, THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual covenants herein contained, and other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged by the Parties, and intending to be legally bound, the Parties agree to amend the Acquisition Agreement as follows: 1. The Parties agree that Honglu Shareholders will tender all their cancelled shares and cause Honglu to issue to China Net 50,000,000 common shares being 100% of the shares of Honglu, by October 15, 2003 (the "Closing Date") Such shares shall be held in escrow pending delivery of the audit of Honglu. The China NetTV shares to be issued to Honglu shall be held in escrow pending delivery of the audit of Honglu to China NetTV. 2. The name of China Net will be changed to Highland Mining (China), Inc. concurrent with the Closing Date. 3. The audit on the financial statements of Honglu for the last two years will be commenced as soon as possible in order to convert same into US GAAP as required by the SEC. 4. The appointment of new directors shall be effective in accordance with the Schedule 14f-1 as filed with the SEC, and mailed to shareholders on August 7, 2003. IN WITNESS WHEREOF the Parties have duly executed this agreement. (THIS SPACE INTENTIONALLY LEFT BLANK) China NetTV Holdings Inc. /s/Maurice Tsakok - -------------------------------------- ) Maurice Tsakok, director - -------------------------------------- ) - -------------------------------------- ) - -------------------------------------- ) - -------------------------------------- ) Honglu Shareholders /s/Wang Zhi - -------------------------------------- ) Wang Zhi ) ) /s/Yang Jie ) - -------------------------------------- ) Yang Jie ) ) /s/Ronald Xie ) - -------------------------------------- ) Ronald Xie ) ) /s/Ma Xiao Jun ) - -------------------------------------- ) Ma Xiao Jun )