0001144204-08-015454 Sample Contracts

Contract
Stock Purchase Agreement • March 14th, 2008 • China Precision Steel, Inc. • Steel works, blast furnaces & rolling mills (coke ovens) • New York

STOCK PURCHASE AGREEMENT dated as of March 13, 2008 (this "Agreement") among WO HING LI (the "Seller"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Purchaser" and collectively, the "Purchasers").

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ESCROW AGREEMENT
Escrow Agreement • March 14th, 2008 • China Precision Steel, Inc. • Steel works, blast furnaces & rolling mills (coke ovens) • Virginia

This Escrow Agreement, dated as of March 13, 2008 (this “Agreement”), is entered into by and among Wo Hing Li, (the “Escrowing Party”), Hudson Bay Fund, LP, a Delaware limited partnership and Hudson Bay Overseas Fund, Ltd., a company with limited liability organized under the laws of the Cayman Islands (collectively, "Hudson" and together with the Escrowing Party sometimes referred to collectively as the "Parties") and Tri-State Title & Escrow, LLC (the “Escrow Agent”). The principal address of each party hereto is set forth on Exhibit A.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 14th, 2008 • China Precision Steel, Inc. • Steel works, blast furnaces & rolling mills (coke ovens) • New York

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of March 13, 2008, by and among Wo Hing Li (the "Seller") and the undersigned buyers (each, a "Buyer", and collectively, the "Buyers").

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