COL CHINA ONLINE INTERNATIONAL INC
SB-2/A, EX-10.12, 2000-10-19
BUSINESS SERVICES, NEC
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                                                                   Exhibit 10.11

                      Sino-Foreign Joint Venture Agreement


Party A: Migration Developments Limited

Party B: Shanghai Dongyi Scientific Technology Engineering Co.


This Agreement is hereby made on 7th July 2000 between Party A and Party B under
the following terms and conditions:

1)   Party A and Party B entered into an agreement to form a new company named
     Shanghai Shangyi Science and Trade Information Consulting Co., Ltd.
     ("Shangyi), with a registered capital of US$180,000.00.

2)   Party A owns 70% of Shangyi and Party B the remaining 30%. The two parties
     have contributed US$ 126,000.00 and US$ 54,000.00 respectively.

3)   Shangyi agrees to acquire 100% of the equity interests of Shanghai Tongji
     Construction Materials Technology Sales Services Co., Ltd. at an aggregate
     price of RMB 1,457,140.00. That consists of RMB 1,020,000.00 from Migration
     Developments Limited and RMB 437,140.00 from Shanghai Dongyi Scientific
     Technology Engineering Co.



     Party A:                           Party B:
     Migration Developments Limited     Dongyi Scientific Technology Engineering
                                        Co.
     Signed by C.K. Wong                Signed by Wang Jin Quan
     Director                           Director

     Date: 2000/7/7                     Date: 2000/7/7



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