[CHINA GREEN AGRICULTURE, INC. 3rd Floor, Borough A, Block A. No.181, South Taibai Road, Xi’an, Shaanxi Province, People’s Republic of China 710065 August 3, 2010 Division of Corporation Finance 100 F Street, NE Mail Stop: 3561 Attention: Juan Migone Re: China Green Agriculture, Inc. Form 10-K for the fiscal year ended June 30, 2009 File No.: 001-34260 Dear Mr. Migone:]
[Form S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 China Green Agriculture, Inc. Nevada 36-3526027 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 3rd Floor, Borough A, Block A. No. 181, South Taibai Road, Xi’an, Shaanxi Province People’s Republic of China 710065 011 86-29-88266368 United Corporate Services, Inc. 202 South Minnesota Street Carson City, Nevada] [INDENTURE Dated as of ____________, 20__ Between CHINA GREEN AGRICULTURE, INC., as Issuer And [__________________________], as Trustee Debt Securities TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 SECTION 1.01. Definitions 1 SECTION 1.02. Other Definitions 3 SECTION 1.03 Incorporation by Reference of Trust Indenture Act] [China Green Agriculture, Inc. rd 3 No. 181 South Taibei Road Xi’an, Shaanxi Province People’s Republic of China 710065 Ladies and Gentlemen: _____ We are acting as special counsel to China Green Agriculture Inc., a Nevada corporation (the "Company"), in connection with the Registration Statement on Form S-3, File No. 333- Based upon our examinations mentioned above, subject to the] [STATEMENT OF COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Nine Months ended March 31, Years Ended June 30, 2010* 2009 2009 2008 2007 Earnings: Income (loss) before income taxes and noncontrolling interests $ 17,941,649 $ 11,643,894 $ 16,795,970] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-3 of our report dated September 8, 2009 on our audits of the consolidated financial statements of China Green Agriculture, Inc. and Subsidiaries, appearing in the 2009 Form 10-K of China Green Agriculture, Inc. and Subsidiaries. We also consent to]
[Form S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 China Green Agriculture, Inc. Nevada 36-3526027 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 3rd Floor, Borough A, Block A. No. 181, South Taibai Road, Xi’an, Shaanxi Province People’s Republic of China 710065 011 86-29-88266368 United Corporate Services, Inc. 202 South Minnesota Street Carson City, Nevada] [INDENTURE Dated as of ____________, 20__ Between CHINA GREEN AGRICULTURE, INC., as Issuer And [__________________________], as Trustee Debt Securities TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 SECTION 1.01. Definitions 1 SECTION 1.02. Other Definitions 3 SECTION 1.03 Incorporation by Reference of Trust Indenture Act] [China Green Agriculture, Inc. rd 3 No. 181 South Taibei Road Xi’an, Shaanxi Province People’s Republic of China 710065 Ladies and Gentlemen: _____ We are acting as special counsel to China Green Agriculture Inc., a Nevada corporation (the "Company"), in connection with the Registration Statement on Form S-3, File No. 333- Based upon our examinations mentioned above, subject to the] [STATEMENT OF COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Nine Months ended March 31, Years Ended June 30, 2010* 2009 2009 2008 2007 Earnings: Income (loss) before income taxes and noncontrolling interests $ 17,941,649 $ 11,643,894 $ 16,795,970] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-3 of our report dated September 8, 2009 on our audits of the consolidated financial statements of China Green Agriculture, Inc. and Subsidiaries, appearing in the 2009 Form 10-K of China Green Agriculture, Inc. and Subsidiaries. We also consent to]
[SHARE TRANSFER CONTRACT OF BEIJING GUFENG CHEMICAL PRODUCTS CO., LTD. BY AND AMONG QING XIN JIANG QIONG JIA AND SHAANXI TECHTEAM JINONG HUMIC ACID PRODUCT CO., LTD. INDEX CHAPATER I DEFINITION AND INTERPRETATION 4 Article 1 Definition 4 CHAPATER II TRANSFERRED SHARES 5 Article 2 Share Transfer 5 Article 3 Transfer Price 5 Article 4 Pre-requisite Conditions for the Payment] [Supplementary Agreement (hereinafter referred to as the “Supplementary Agreement” This supplementary agreement Party A: “Transferee” Party B ID No.: Party C ID No.: The above Party B and Party C are called collectively as the “Transferors”. The Transferors and the Transferee are collectively called the “Parties” and respectively called as the “Party”. Whereas, (1) “Share Transfer Contract” 2010 Party A,] [China Green Agriculture, Inc. Announces Closing of Acquisition of Beijing Gufeng Chemical Products Co., Ltd. · Acquisition to expand current annual fertilizer production capacity from 55,000 metric tons to 355,000 metric tons · Acquisition to increase product mix and strengthen distribution network · Acquisition expected to contribute at least $10.6 million in net income, or about $0.39 per diluted share] [FORM 8-K CURRENT REPORT Date of Report (Date of earliest event reported): July 1, 2010 CHINA GREEN AGRICULTURE, INC. Nevada 000-18606 36-3526027 (State or other jurisdiction of Incorporation) (Commission File No.) (IRS Employer Identification No.) rd 3 No.181 South Taibai Road Xi’an, Shaanxi Province People’s Republic of China 710065 (011)-86-29-88266368 ¨ ¨ ¨ ¨ Item 1.01 Qing Xin Jiang and]
[SHARE TRANSFER CONTRACT OF BEIJING GUFENG CHEMICAL PRODUCTS CO., LTD. BY AND AMONG QING XIN JIANG QIONG JIA AND SHAANXI TECHTEAM JINONG HUMIC ACID PRODUCT CO., LTD. INDEX CHAPATER I DEFINITION AND INTERPRETATION 4 Article 1 Definition 4 CHAPATER II TRANSFERRED SHARES 5 Article 2 Share Transfer 5 Article 3 Transfer Price 5 Article 4 Pre-requisite Conditions for the Payment] [Supplementary Agreement (hereinafter referred to as the “Supplementary Agreement” This supplementary agreement Party A: “Transferee” Party B ID No.: Party C ID No.: The above Party B and Party C are called collectively as the “Transferors”. The Transferors and the Transferee are collectively called the “Parties” and respectively called as the “Party”. Whereas, (1) “Share Transfer Contract” 2010 Party A,] [China Green Agriculture, Inc. Announces Closing of Acquisition of Beijing Gufeng Chemical Products Co., Ltd. · Acquisition to expand current annual fertilizer production capacity from 55,000 metric tons to 355,000 metric tons · Acquisition to increase product mix and strengthen distribution network · Acquisition expected to contribute at least $10.6 million in net income, or about $0.39 per diluted share] [FORM 8-K CURRENT REPORT Date of Report (Date of earliest event reported): July 1, 2010 CHINA GREEN AGRICULTURE, INC. Nevada 000-18606 36-3526027 (State or other jurisdiction of Incorporation) (Commission File No.) (IRS Employer Identification No.) rd 3 No.181 South Taibai Road Xi’an, Shaanxi Province People’s Republic of China 710065 (011)-86-29-88266368 ¨ ¨ ¨ ¨ Item 1.01 Qing Xin Jiang and]
[EMPLOYMENT AGREEMENT th Agreement Company rd Executive Parties WITNESSETH: Business WHEREAS, the Company is engaged in the business of research, development, production and distribution of humic acid organic liquid compound fertilizer (the “ WHEREAS, Executive has represented that he has the experience, background and expertise necessary to enable him to be the Company’s Chief Financial Officer; and WHEREAS, based on] [Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.]
[EMPLOYMENT AGREEMENT th Agreement Company rd Executive Parties WITNESSETH: Business WHEREAS, the Company is engaged in the business of research, development, production and distribution of humic acid organic liquid compound fertilizer (the “ WHEREAS, Executive has represented that he has the experience, background and expertise necessary to enable him to be the Company’s Chief Financial Officer; and WHEREAS, based on] [Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.]
[CHINA GREEN AGRICULTURE, INC. 3rd Floor, Borough A, Block A. No.181, South Taibai Road, Xi’an, Shaanxi Province, People’s Republic of China 710065 June 18, 2010 Division of Corporation Finance 100 F Street, NE Mail Stop: 3561 Attention: David R. Humphrey, Branch Chief Re: China Green Agriculture, Inc. Dear Mr. Humphrey: Form 10-K for the Fiscal Year Ended June 30, 2009]
[CHINA GREEN AGRICULTURE, INC. 3rd Floor, Borough A, Block A. No.181, South Taibai Road, Xi’an, Shaanxi Province, People’s Republic of China 710065 June 18, 2010 Division of Corporation Finance 100 F Street, NE Mail Stop: 3561 Attention: David R. Humphrey, Branch Chief Re: China Green Agriculture, Inc. Dear Mr. Humphrey: Form 10-K for the Fiscal Year Ended June 30, 2009]
[] [CERTIFICATION I, Tao Li certify that: 1. I have reviewed this report on Form 10-Q of China Green Agriculture, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were] [CERTIFICATION I, Ken Ren, certify that: 1. I have reviewed this report on Form 10-Q of China Green Agriculture, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: May 12, 2010 President and Chief Executive Officer EX-32.1 5 v184735_ex32-1.htm] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (1) (2) Dated: May 12, 2010 (principal financial officer and principal accounting officer) EX-32.2 6 v184735_ex32-2.htm]
