[KINGOLD JEWELRY, INC. SUBSCRIPTION AGREEMENT THIS SUBSCRIPTION AGREEMENT Subscription Agreement Company Subscriber BACKGROUND WHEREAS Wuhan Kingold WHEREAS VIE Agreements WHEREAS WHEREAS WHEREAS WHEREAS NOW, THEREFORE 1. Agreed Subscription . The Subscriber hereby subscribes for 2,783,527 shares (the “ Shares ”) of common stock, $0.001 par value (“ Common Stock ”), of the Shares to the Subscriber. 2. Acknowledgements of Subscriber.] [Item 1.01 Entry into a Material Definitive Agreement. The Company has benefited as a result of Mr. Yang Wen’s purchase of the 4.17% of the equity interest of Wuhan Kingold and his subsequent entry into the VIE Agreements. As a result, the Company agreed to fairly remunerate Mr. Yang Wen for his undertakings on behalf of the Company. In connection]