[] [Equity Purchase Agreement In respect of Daqing Anxin Tongwei Alcohol Manufacturing Limited Signed on June 26, 2008 1 This Equity Purchase Agreement (hereinafter referred to as this “Agreement”) was entered into at Daqing Hotel, Daqing City on June 26, 2008, by and among the following parties: (A) Yan Zhen’an, Chinese nationality with ID No. 230621196712083938 and address in Room 502] [Equity Transfer Agreement of Shandong Borun Industrial Limited Name of Transferor: He Xiuni Name of Transferee: Weifang Great Chemical Inc. Executed at: 3rd Floor Meeting Room of Shandong Borun Industrial Limited Executed on: November 30, 2008 In accordance with the relevant stipulations of the Contract Law of the People’s Republic of China and Company Law of the People’s Republic of] [EQUITY INTEREST TRANSFER AGREEMENT Transferor Party A : PAN GANG (hereinafter referred to as the “ November 18,1970, with his passport number of 97FC84743 and address at 7 RUE DE PRAGUE 75012 PARIS FRANCE. Transferee Party B : [China High Enterprises Limited.] (hereinafter referred to as “ The Parties, through consultations, agree as follows with respect to shareholding transfer of] [] [THE COMPANIES LAW (2009 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF CHINA NEW BORUN CORPORATION THE COMPANIES LAW (2009 REVISION) OF THE CAYMAN ISLANDS REGISTERED AND FILED COMPANY LIMITED BY SHARES AS NO: 234966 THIS 21 ST DAY OF December, 2009 MEMORANDUM OF ASSOCIATION OF Asst. Registrar of Companies CHINA NEW BORUN] [THE COMPANIES LAW (2009 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF CHINA NEW BORUN CORPORATION (adopted by Special Resolution passed on 30 March 2010) THE COMPANIES LAW (2009 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF CHINA NEW BORUN CORPORATION (adopted] [Shareholders Agreement March 31, 2010 In respect of China New Borun Corporation Between (1) China New Borun Corporation (2) King River Holding Limited (3) Star Elite Enterprises Limited (4) Earnstar Holdings Limited (5) TDR Advisors Inc. This Shareholders’ Agreement Agreement (this “ this 31st day of March, 2010 Between : (1) China New Borun Corporation Company , an exempted company] [EXECUTION VERSION SHARE EXCHANGE AGREEMENT By and Among CHINA NEW BORUN CORPORATION, GOLDEN DIRECTION LIMITED and STAR ELITE ENTERPRISES LIMITED, EARNSTAR HOLDING LIMITED, TDR ADVISORS, INC. and CHINA HIGH ENTERPRISES LIMITED Dated as of February 28 , 2010 TABLE OF CONTENTS PAGE 2 Section 1.01 Organization 2 Section 1.02 Capitalization 2 Section 1.03 Subsidiaries 3 Section 1.04 Financial Statements 3] [SHARE EXCHANGE AGREEMENT By and Among CHINA NEW BORUN CORPORATION and KING RIVER HOLDING LIMITED and GOLDEN DIRECTION LIMITED Dated as of March 15 , 2010 TABLE OF CONTENTS PAGE 1 Section 1.01 Organization 1 Section 1.02 Capitalization 2 Section 1.03 Subsidiaries 2 Section 1.04 No Financial Statements 2 Section 1.05 Absence of Certain Changes or Events 2 Section 1.06] [THE MAXIMUM MORTGAGE CONTRACT AGRICULTURAL DEVELOPMENT BANK OF CHINA Mortgagor (in full): Daqing Borun Biology Science and Technology Co., Ltd Business License Number: 230606100202936 Legal Representative (Main Responsible Officer): Wang Jinmiao Address: Jubao Village, Zhusan Township, Datong District, Daqing Postal code: 163000 Bank of Basic Deposit Account and Account Number: Datong Branch of Daqing Commercial Bank with the Account No.] [FORM OF INDEPENDENT DIRECTOR AGREEMENT THIS INDEPENDENT DIRECTOR AGREEMENT Agreement CHINA NEW BORUN CORPORATION, Company Director (this “ RECITALS : WHEREAS IPO Common Stock WHEREAS Board , the Company [desires to appoint][has appointed] the Director to serve on the Company’s board of directors (the “ WHEREAS , the Director [has been][may be] appointed as a member of one or more] [FORM OF INDEMNIFICATION AGREEMENT Agreement Company Indemnitee This Indemnification Agreement (this “ RECITALS 1. The Company recognizes that highly competent persons are becoming more reluctant to serve corporations as directors or in other capacities unless they are provided with adequate protection through insurance or adequate indemnification against risks of claims and actions against them arising out of their services to] [] [BDO China Li Xin Da H ua CPA Co., Ltd. 11th Floor B Block Union Square 5022 Binhe Road Shenzhen 518033P.R.China Telephone : +86-755-82900952 Fax : +86-755-82900965 Consent Letter from Independently Registered Public Accountants China New Borun Corporation We hereby consent to the use in the Prospectus constituting a part of this Registration Statement of our report dated April 23,] [Frost & Sullivan (Beijing) Inc., Shanghai Branch Co. Partnering with clients to create innovative growth strategies 3601B-3602, The Center 989 Chang Le Road January 12th, 2009 Shanghai, 200031 P. R. China Shandong Borun Industrial Co., Ltd Tel: +86 21 5407 5780/81/82 Bohai Industrial Park (South of Yangkou Town) Fax: +86 21 5407 5825 Shouguang, Shandong 262715, China www.frost.com Tel: (86)]