英语翻译Current Shareholders:\x09\x09(i) [Professor Yang],(ii) [

英语翻译
Current Shareholders:\x09\x09(i) [Professor Yang],(ii) [Professor Lieu] and (iii) [Mr.Yung]
Investor:\x09\x09\x09B International,Inc.or its nominated entity (“B”)
Joint Venture Structure:\x09Having regard to tax and other commercial considerations by the parties,the proposed new joint venture entity will be established either in China or Hong Kong (“JV”).The Current Shareholders shall contribute all their assets with respect to any functional ingredients and the premix production businesses and for all intellectual property (IP),technology,and related know-how (“Relevant Business”) into the new joint venture and B shall contribute investment capital at an agreed upon valuation.
Shareholding of JV:\x09[49]% by B and [51]% by A (subject to adjustment and discussions after due diligence review by B)
Use of funds:\x09\x09\x09The monies invested by B shall be used for [to be discussed*].
Pre-closing restructuring:\x09A and the Current Shareholders shall carry out and do all such things as necessary to effect a restructuring of the Relevant Business to facilitate the contribution of such Relevant Business into the JV.
Conditions:\x09\x09\x09The proposed transaction would be subject to the following conditions being satisfied,among others:
- B internal approval of the definitive agreements;
- satisfactory completion of a due diligence review by B;
- the negotiation and execution of definitive agreements in forms acceptable to B and the Current Shareholders; and
- the receipt of any appropriate governmental authorizations or third party consents,if any,prior to closing.
Exclusivity:
To reflect the good faith in which the parties have entered into these negotiations,and reflecting the parties’ intention to have completed definitive agreements by the end of the exclusivity period provided below,each of A and the Current Shareholders agree that from the date hereof until March 31,2013 they will not solicit or engage in any discussions or negotiation with any person other than B regarding the acquisition of any interest in,investment into or cooperation with A or any member thereof and/or the formation of any joint venture or cooperation in relation to the aqua feed product business.
Fees:
A,the Current Shareholders and B shall bear their own fees and expenses incurred in connection with the proposed transaction.
Confidentiality:
A,the Current Shareholders and B shall keep this term sheet confidential.No party shall disclose any information in relation to the cooperation between the parties hereto to any third party,including the media,without obtaining prior consent of the other party.
Governing Law:
Hong Kong
Dispute Resolution:
Any dispute arising from the transaction will be first resolved through friendly consultation.

当前股东：1YANG教授 2Lieu教授 3Yung先生
投资人：B国际有限公司或其指定的实体(B方)
合资企业架构：鉴于各方对于税务及其他商业因素考虑,本合资企业(JV)将设立在中国或者香港,当前股东应该将他所有关于功能性配料和预混料制造的资产(以及所有相关的知识产权,技术,专有技术等)投入到全新的合资企业中来,而B方应该按照双方共同协商的资产额投资到该合资企业.
股份分配：B[49%],A[51%],(具体的根据B方仔细查看后协商再定)
资金用途：B方投资的资金应被用于[协商待定]
加到300分吧,太累人,分少了没人干活呀……
再问： 最高只可以加到200分了，多谢了，我可以以另外一个问题在给您100分。
再答： …… 都说给200分 我被忽悠好几次了 翻了一大篇 连根毛都没给
再问： 您放心，我一定给您。不会忽悠您的。