[TABLE OF CONTENTS PAGE PART I ITEM 1. Business 3 ITEM 1A. Risk Factors 19 ITEM 2. Properties 29 ITEM 3. Legal Proceedings 29 ITEM 4. Submission of Matters to a Vote of Security Holders 29 PART II ITEM 5. 30 ITEM 6. Selected Financial Data 31 ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation] [LIST OF SUBSIDIARIES Name of Subsidiary Jurisdiction of Organization % Owned China HGS Investment Inc. Delaware 100% Shaanxi Hanguangsha Management and Consultation Limited Company PRC 100% Shaanxi Guangsha Investment and Development Group Co., Ltd. PRC Variable Interest Entity] [CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER THE SARBANES-OXLEY ACT OF 2002 I, Xiaojun Zhu, certify that: 1. I have reviewed this Form 10-K of China HGS Real Estate 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] [CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER 1. 2. The information contained in such Yearly Report on Form 10-K for the year ending September 30, 2009, fairly presents, in all material respects, the financial condition and results of operations of China HGS Real Estate Inc. Xiaojun Zhu Chief Executive Officer and Chief Financial and Accounting Officer]

[1 2 3 4 5 6 7 8 9 10 11 12] [99.1 China HGS Real Estate Inc. 2009 Investor Presentation.]

[Bagell, Josephs, Levine & Company, L.L.C. 406 Lippincott Drive, Suite J Marlton, New Jersey 08053 Telephone (856) 355-5900 October 7, 2009 100 F Street, N.E. To Whom It May Concern: Very truly yours, Bagell, Josephs, Levine & Company, L.L.C.] [Engagement of Bagell, Josephs, Levine & Company, L.L.C.]

[ASSIGNMENT AND ASSUMPTION and STOCK SALE AGREEMENT WHEREAS, WHEREAS, WHEREAS, WHEREAS, WHEREAS, NOW, THEREFORE, in ARTICLE 1 TRANSFER AND ASSIGNMENT OF ASSETS On the terms and subject to the conditions herein expressed, the Seller hereby sells, conveys, transfers, assigns, sets over and delivers to the Purchasers 100% of the issued and outstanding shares of the Subsidiary at the Closing Date] [Item 1.01 Entry into a Material Definitive Agreement The information set forth in Item 2.01 herein is hereby incorporatd by reference. Item 2.01 Completion of Acquisition or Disposition of Assets]