[THT HEAT TRANSFER TECHNOLOGY, INC. Agreement Company Director THIS AGREEMENT (The “ BACKGROUND The Board of Directors of the Company desires to appoint the Director to fill an existing vacancy and to have the Director perform the duties of an independent director and the Director desires to be so appointed for such position and to perform the duties required of] [2 THT HEAT TRANSFER TECHNOLOGY, INC. Agreement Company Director THIS AGREEMENT (The “ BACKGROUND The Board of Directors of the Company desires to appoint the Director to fill an existing vacancy and to have the Director perform the duties of an independent director and the Director desires to be so appointed for such position and to perform the duties required] [THT HEAT TRANSFER TECHNOLOGY, INC. Agreement Company Director THIS AGREEMENT (The “ BACKGROUND The Board of Directors of the Company desires to appoint the Director to fill an existing vacancy and to have the Director perform the duties of an independent director and the Director desires to be so appointed for such position and to perform the duties required of] [INDEMNIFICATION AGREEMENT Agreement Company Indemnitee This Indemnification Agreement (this “ RECITALS A. The Company and the Indemnitee recognize that the present state of the law is too uncertain to provide the Company’s officers and directors with adequate and reliable advance knowledge or guidance with respect to the legal risks and potential liabilities to which they may become personally exposed as] [INDEMNIFICATION AGREEMENT Agreement Company Indemnitee This Indemnification Agreement (this “ RECITALS A. The Company and the Indemnitee recognize that the present state of the law is too uncertain to provide the Company’s officers and directors with adequate and reliable advance knowledge or guidance with respect to the legal risks and potential liabilities to which they may become personally exposed as] [INDEMNIFICATION AGREEMENT Agreement Company Indemnitee This Indemnification Agreement (this “ RECITALS A. The Company and the Indemnitee recognize that the present state of the law is too uncertain to provide the Company’s officers and directors with adequate and reliable advance knowledge or guidance with respect to the legal risks and potential liabilities to which they may become personally exposed as] [BTHC VIII, INC. I. Objectives Company BTHC VIII, Inc. and its subsidiaries (together, the “ Code Covered Persons This Code of Ethics (“ honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; Commission compliance with applicable governmental laws, rules and regulations; the prompt internal reporting to an appropriate person] [BTHC VIII, INC. AUDIT COMMITTEE CHARTER The Purpose of the Audit Committee The Audit Committee members are not professional accountants or auditors and their functions are not intended to duplicate or to certify the activities of management and the independent auditor. Consequently, it is not the duty of the Audit Committee to conduct audits or to determine that the Company’s] [BTHC VIII, INC. The Purpose of the Compensation Committee The purpose of the Compensation Committee of BTHC VIII, Inc. (the “Company”) is to discharge the responsibilities of the Company’s Board of Directors relating to compensation of the Company’s executives, to produce an annual report on executive compensation for inclusion in the Company’s proxy statement, and to oversee and advise the] [BTHC VIII, INC. The Purpose of the Governance and Nominating Committee The purpose of the Governance and Nominating Committee of BTHC VIII, Inc. (the "Company"), is to determine the slate of director nominees for election to the Company’s Board of Directors, to identify and recommend candidates to fill vacancies occurring between annual stockholder meetings, to review, evaluate and recommend changes] [FORM 8-K CURRENT REPORT September 28, 2009 (September 25, 2009) Date of report (Date of earliest event reported): BTHC VIII, INC. Delaware 000-52232 20-5463509 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) THT Industrial Park, No.5 Nanhuan Road, Tiexi District Siping, Jilin Province 136000 People’s Republic of China 86-434-3265241 N/A (Former name or former address, if]