[AGREEMENT AND PLAN OF MERGER Agreement Company THT Constituent Entities This AGREEMENT AND PLAN OF MERGER (hereinafter called this “ RECITALS WHEREAS, THT was formed in the State of Nevada on September 1, 2009 as a wholly-owned subsidiary of the Company; and Merger WHEREAS, the board of directors of each of the Company and THT deems it advisable and in] [] [BYLAWS OF THT HEAT TRANSFER TECHNOLOGY, INC. ARTICLE I Registered Office Section 1.1. Other Offices Section 1.2. ARTICLE II Place of Meetings Section 2.1. Annual Meeting Section 2.2. List of Stockholders Section 2.3. Special Meetings Section 2.4. Notice Section 2.5. Quorum Section 2.6. Voting Section 2.7. Method of Voting Section 2.8. Record Date; Closing Transfer Books Section 2.9. Action By] [FORM 8-K CURRENT REPORT Date of Report (Date of Earliest event Reported): December 4, 2009 (November 30, 2009) THT HEAT TRANSFER TECHNOLOGY, INC. Nevada 000-52232 20-5463509 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.) THT Industrial Park 86-434-3265241 BTHC VIII, INC. see o o o o Item 1.01 Entry into Material Definitive Agreement. BTHC Merger Agreement]