[¨ Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company x CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered (1) Proposed Maximum Amount of Common Shares (2) $13,500,000 $753.30 (3) $150 $0.01 (3) $1,687,500 $94.81 Total $15,187,650 $848.52 (4) (1) (2) (3) (4) Previously paid. SUBJECT TO COMPLETION, DATED JANUARY 19,] [DEHAIER MEDICAL SYSTEMS LIMITED TEN COM - as tenants in common UNIF GIFT MIN ACT - Custodian (Cust) (Minor) TEN ENT - as tenants by the entireties under Uniform Gifts to Minors Act] [LOCK-UP AGREEMENT By Facsimile ( ) By Facsimile ((804) 648-3404) Dehaier Medical Systems Limited Anderson & Strudwick, Incorporated 1223 Epoch Center 707 East Main Street No. 31 Zi Zhu Yuan Road 20 th Floor Haidian District, Beijing 100089 Richmond, Virginia 23219 People’s Republic of China Attn: L. McCarthy Downs, III, Attn: Ping Chen Senior Vice President CEO Re: Lock-Up Agreement] [Sales Agency Agreement Contracting Parties Supplier Agent I General 1. product distributor one JMS Syringe pump & Infusion pump. Beijing DeHaier to act as JMS’s 2. According to different limits of authority, distributors can be divided as general distributors and exclusive distributors. a. General distributor: Party A authorizes Party B to distribute certain type or certain range of products from] [Before signing this Contract, Borrower should read the Contract carefully, especially the sections marked with ***, and should confirm that Borrower has no disagreement with the Contract. BANK OF COMMUNICATIONS LOAN CONTRACT (For Medium or Short Term Working Capital Loan) Loan No.: 2009 — 0023 Borrower: Beijing Dehaier Medical Technology Company Limited Address: 45 Yong An Road, Science Park, Changping] [Labor Contract Beijing Dehaier Medical Technology Company Limited Party A: Ping Chen Party B: December 21, 2009 LABOR CONTRACT Beijing Dehaier Medical Technology Co. Ltd. (hereinafter referred to as “Party A”) and Name of Employee: Ping Chen Identification Card No.: (hereinafter referred to as “Party B”) hereby execute this Contract in accordance with the applicable provisions of “The Labor Law] [Labor Contract Beijing Dehaier Medical Technology Company Limited Party A: Weibing Yang Party B: December 31, 2009 LABOR CONTRACT Beijing Dehaier Medical Technology Co. Ltd. (hereinafter referred to as “Party A”) and Name of Employee: Weibing Yang Identification Card No.: (hereinafter referred to as “Party B”) hereby execute this Contract in accordance with the applicable provisions of “The Labor Law] [Labor Contract Beijing Dehaier Medical Technology Company Limited Party A: Zheng Liu Party B: December 31, 2009 LABOR CONTRACT Beijing Dehaier Medical Technology Co. Ltd. (hereinafter referred to as “Party A”) and Name of Employee: Zheng Liu Identification Card No.: (hereinafter referred to as “Party B”) hereby execute this Contract in accordance with the applicable provisions of “The Labor Law] [Labor Contract Beijing Dehaier Medical Technology Company Limited Party A: Yong Wang Party B: December 31, 2009 LABOR CONTRACT Beijing Dehaier Medical Technology Co. Ltd. (hereinafter referred to as “Party A”) and Name of Employee: Yong Wang Identification Card No.: (hereinafter referred to as “Party B”) hereby execute this Contract in accordance with the applicable provisions of “The Labor Law] [Sales Contract Place of the signed agreement Bei Jing Contract number: Purchase (Party A) Poverty Aid Office Seller (Party B) : Beijing Dehaier Medical Technology Co., Ltd 1215 Epoch Center, 31 Zizhuyuan Road, Haidian District, Beijing 100089, China] [Production Agreement Party A: Beijing Dehaier Medical Technology Co., Ltd. Party B: Friend of Health (Chuzhou) Medical Technology Co., Ltd. Party A entrusts Party B to produce Party A’s products including a) air compressor and b) oxygen concentrator (please refer to the processing files provided by Party A for the requirements on production technology). I. Liability of Party A (a)] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-1 of our report dated January 18, 2010 relating to the 2008 and 2007 consolidated financial statements of Dehaier Medical Systems Limited and Affiliate and to the reference to our Firm under the caption “Experts” in the Prospectus. New York,] [Daniel Morris, Esq. January 19, 2010 Page 2 participate directly or indirectly in the publication of such materials and thus has relied on the publication of such materials in the ordinary course. Where such materials are older than 2009, that is because those are the most recently published freely-available materials Dehaier was able to locate. 2. Dehaier has made the]