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Share Transfer Agreement

This Share Transfer Agreement (hereinafter referred to as the “Agreement”) is entered and shall be effective as
on [Effective Date],

MYUNG MOON AUTOTECH CO. LTD a Company duly incorporated in Sri Lanka under the
___________________________, bearing Company Registration No. _________ and having its
registered office at No. ______________________________in the said Republic of Sri Lanka
(hereinafter called and referred to as the ‘Company' which term or expression shall mean and
include the said [MYUNG MOON AUTOTECH CO. LTD] its successors, liquidators and
assigns)

WHEREAS, the shares of the Company are currently held as follows:

Lee Daeho 24.5%


Choi Deoksoo 24.5%
Amantha Imesh Wijethunge 51%

AND WHEREAS, the afloresaid Amantha Imesh Wijethunge bearing NIC no. ____________ of
_______________ (hereinafter referred to as the Transferor) holding 51% of shares of the
Company at present, seeks to sell and transfer his shares amounting to a percentage of five (5%)
to _______________________________________ bearing NIC no. ____________________ of
________________________________ (hereinafter referred to as the Transferee) and the
Transferee has agreed to acquire the shares of the said percentage of five (5%) from the
Transferor.

NOW, THEREFORE, in consideration with the mutual covenants and promises made by the Parties hereby
agree as follows:

1. Transfer of Shares
The Transferor transfers the title of the shares to the Transferee in consideration of the amount
_______________'. The transfer is absolute and includes all the rights to capital, voting rights, dividends of the
shares. The Transferor will transfer the shares to the Transferee on the effective date [Date].

2. Transfer Price
The shares shall be transferred on the price [Price] as agreed by the Parties.

3. Cost of Transfer
Any cost incurred during the transfer of shares shall be borne by the Transferee.

4. Warranty and Indemnity


It is agreed that the Transferor is the true and lawful owner of the shares and is entitled to all the benefits.
There are no charges or obligations over the shares. The Transferor has the authority to transfer the shares
and enter into the Agreement.

5. Shares
The following comprises shares for transfer:
Shareholders Number of Class of Shares Face Value % Paid Up
Shares

Ordinary/Preference 1 each

Ordinary/Preference 1 each

Ordinary/Preference 1 each

6. Termination
The Agreement will be terminated if any of the following events occur:

_________________________________________________

7. Dispute Resolution

In the event of any dispute arising in and out of this Agreement between the Parties, it shall be resolved by
Arbitration. There shall be [Number of Arbitrators] which shall be appointed by [Party(s) Name]. The place of
Arbitration shall be Colombo. The arbitrators’ decision shall be final and will be binding upon both Parties.

8. Miscellaneous
1. Severability: In the event, any provision of this Agreement is deemed to be invalid or unenforceable, in
whole or part, that part shall be severed from the remainder of this Agreement and all other provisions shall
remain in full force and effect as valid and enforceable.

2. Governing Law: This Agreement and the rights of the Parties hereto shall be governed and interpreted by
the laws of the Republic of Sri Lanka.

3. Variation: This Share Transfer Agreement shall be varied and any such variation shall be made in writing
by both the Parties. The Transferor hereby agrees to indemnify and hold harmless the Transferee against
any damages arising out of this Agreement.

4. Notices: Any notices required or permitted by this Agreement shall be in writing and delivered by certified
mail or courier to the below- mentioned addresses.

5. Entire Agreement: This is the entire Agreement regarding the terms and conditions of the Company’s
engagement for the share transfer. It supersedes all other agreements between the Parties whether oral or
written.

IN WITNESS THEREOF, the Parties hereto have executed this Agreement as on the day and year mentioned
above.

____(Transferor)_______
___________(Transferee)_______

__________(Company Secretary)_________

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