CJJD [CHINA JO-JO DRUGSTORES] S-1/A: AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT

[AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HI JO- C Nevada 5912 98-0557852 (State or Other Jurisdiction of Incorporation or Organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) Room 507-513, 5th Floor, A Building, Meidu Plaza Gongshu District, Hangzhou, Zhejiang Province, P.R. China +86-571-88077078 Paracorp. Inc. 318 North Carson Street,] [Consent of Independent Registered Public Accounting Firm China Jo-Jo Drugstores, Inc. and Subsidiaries Audited Financial Statements March 31, 2009 and 2008 To The Board of Directors China Jo-Jo Drugstores, Inc. We consent to the incorporation in China Jo-Jo Drugstores, Inc.’s amendment no. 2 of registration statement on Form S-1 (the “Registration Statement”) of our report dated September 22, 2009 on] [Allbright Law Offices April 2, 2010 We hereby consent to the following references to our firm in amendment no. 3 of the Registration Statement on Form S-1 of China Jo-Jo Drugstores, Inc. (Registration Statement No. 333-163879): (1) “Since we do not own any equity interests in Jiuzhou Pharmacy, but controls the drugstore chain through contractual arrangements with our wholly foreign] [Response: Management's Discussion and Analysis of Financial Condition and Result of Operations Liquidity Nine Month Period Ended December 31, 2009, page 38 2. Your explanation for the change in cash flows from operating activities appears to state there was a decrease in cash flows when compared the nine month period ending December 31, 2008. Please revise your disclosure to explain]

By | 2016-03-11T08:04:43+00:00 April 2nd, 2010|Categories: Chinese Stocks, CJJD, Webplus ver|Tags: , , , , , |0 Comments
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DHRM [Dehaier Medical Systems] S-1/A: (Original Filing)

[] [Kaufman & Canoles, P.C. Three James Center, 12th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com March 26, 2010 Dehaier Medical Systems Limited 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District Beijing 100089 People’s Republic of China Re: Dehaier Medical Systems] [Kaufman & Canoles, P.C. Three James Center, 12th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com March 26, 2010 Dehaier Medical Systems Limited 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District Beijing 100089 People’s Republic of China Re: Dehaier Medical Systems] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com March 26, 2010 Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen:] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com March 26, 2010 Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen:] [March 26, 2010 Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and subject to the limitations, qualifications, exceptions and assumptions set forth herein, we are of the opinion that: Yours sincerely, Beijing Kang Da Law Firm] [MAKE GOOD ESCROW AGREEMENT THIS MAKE GOOD ESCROW AGREEMENT WHEREAS WHEREAS WHEREAS WHEREAS NOW, THEREFORE 1. Appointment of Escrow Agent. 2. Establishment of Escrow. 3. Representations of Make Good Pledgors. a. All of the Escrow Shares are validly issued, fully paid and nonassessable shares of the Company, and free and clear of all pledges, liens and encumbrances. 4. Disbursement of] [March 26, 2010 Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Dear Sirs, “PRC” We are qualified lawyers of the People’s Republic of China (the “Company” “Registration Statement” “SEC” “Securities Act” “Shares” We have acted as PRC counsel for Dehaier Medical Systems Limited, a company incorporated under]

By | 2016-03-25T09:40:51+00:00 March 26th, 2010|Categories: Chinese Stocks, DHRM, SEC Original|Tags: , , , , , |0 Comments
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DHRM [Dehaier Medical Systems] S-1/A:

[] [Kaufman & Canoles, P.C. Three James Center, 12th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com March 26, 2010 Dehaier Medical Systems Limited 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District Beijing 100089 People’s Republic of China Re: Dehaier Medical Systems] [Kaufman & Canoles, P.C. Three James Center, 12th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com March 26, 2010 Dehaier Medical Systems Limited 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District Beijing 100089 People’s Republic of China Re: Dehaier Medical Systems] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com March 26, 2010 Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen:] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com March 26, 2010 Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen:] [March 26, 2010 Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and subject to the limitations, qualifications, exceptions and assumptions set forth herein, we are of the opinion that: Yours sincerely, Beijing Kang Da Law Firm] [MAKE GOOD ESCROW AGREEMENT THIS MAKE GOOD ESCROW AGREEMENT WHEREAS WHEREAS WHEREAS WHEREAS NOW, THEREFORE 1. Appointment of Escrow Agent. 2. Establishment of Escrow. 3. Representations of Make Good Pledgors. a. All of the Escrow Shares are validly issued, fully paid and nonassessable shares of the Company, and free and clear of all pledges, liens and encumbrances. 4. Disbursement of] [March 26, 2010 Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Dear Sirs, “PRC” We are qualified lawyers of the People’s Republic of China (the “Company” “Registration Statement” “SEC” “Securities Act” “Shares” We have acted as PRC counsel for Dehaier Medical Systems Limited, a company incorporated under]

By | 2016-03-25T09:42:44+00:00 March 26th, 2010|Categories: Chinese Stocks, DHRM, Webplus ver|Tags: , , , , , |0 Comments
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CJJD [CHINA JO-JO DRUGSTORES] S-1/A: (Original Filing)

[AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HI JO- C Nevada 5912 98-0557852 (State or Other Jurisdiction of Incorporation or Organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) Room 507-513, 5th Floor, A Building, Meidu Plaza Gongshu District, Hangzhou, Zhejiang Province, P.R. China +86-571-88077078 Val-U-Corp Services, Inc. 1802 North Carson] [Underwriting Agreement _____________, 2010 Madison Williams and Company LLC As representative of the Underwriters named in Schedule I hereto, c/o Madison Williams and Company LLC 527 Madison Avenue New York, New York 10022 Ladies and Gentlemen: China Jo-Jo Drugstores, Inc. Company Underwriter s Shares Common Stock ” ), “Firm Securities” Optional Securities.” Securities. 1. (i) “Initial Registration Statement” Commission Rule] [Consent of Independent Registered Public Accounting Firm China Jo-Jo Drugstores, Inc. and Subsidiaries Audited Financial Statements March 31, 2009 and 2008 To The Board of Directors China Jo-Jo Drugstores, Inc. We consent to the incorporation in China Jo-Jo Drugstores, Inc.’s amendment no. 2 of registration statement on Form S-1 (the “Registration Statement”) of our report dated September 22, 2009 on] [Allbright Law Offices March 22, 2010 We hereby consent to the following references to our firm in amendment no. 2 of the Registration Statement on Form S-1 of China Jo-Jo Drugstores, Inc.(Registration Statement No. 333-163879), and any amendments thereto: (1) “Since we do not own any equity interests in Jiuzhou Pharmacy, but controls the drugstore chain through contractual arrangements with] [AGREEMENT FOR LOGISTICS SERVICES Agreement Party A Party B Parties This Agreement for Logistics Services (this “ The Parties desire that Party B provide logistics services and other relevant services to Party A. To clarify the duties and responsibilities of each party, the Parties agree as follows: 1. RETENTION AND SCOPE OF SERVICES 2. TERM OF AGREEMENT The terms and]

By | 2016-03-11T08:08:30+00:00 March 23rd, 2010|Categories: Chinese Stocks, CJJD, SEC Original|Tags: , , , , , |0 Comments
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CJJD [CHINA JO-JO DRUGSTORES] S-1/A: AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT

[AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HI JO- C Nevada 5912 98-0557852 (State or Other Jurisdiction of Incorporation or Organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) Room 507-513, 5th Floor, A Building, Meidu Plaza Gongshu District, Hangzhou, Zhejiang Province, P.R. China +86-571-88077078 Val-U-Corp Services, Inc. 1802 North Carson] [Underwriting Agreement _____________, 2010 Madison Williams and Company LLC As representative of the Underwriters named in Schedule I hereto, c/o Madison Williams and Company LLC 527 Madison Avenue New York, New York 10022 Ladies and Gentlemen: China Jo-Jo Drugstores, Inc. Company Underwriter s Shares Common Stock ” ), “Firm Securities” Optional Securities.” Securities. 1. (i) “Initial Registration Statement” Commission Rule] [Consent of Independent Registered Public Accounting Firm China Jo-Jo Drugstores, Inc. and Subsidiaries Audited Financial Statements March 31, 2009 and 2008 To The Board of Directors China Jo-Jo Drugstores, Inc. We consent to the incorporation in China Jo-Jo Drugstores, Inc.’s amendment no. 2 of registration statement on Form S-1 (the “Registration Statement”) of our report dated September 22, 2009 on] [Allbright Law Offices March 22, 2010 We hereby consent to the following references to our firm in amendment no. 2 of the Registration Statement on Form S-1 of China Jo-Jo Drugstores, Inc.(Registration Statement No. 333-163879), and any amendments thereto: (1) “Since we do not own any equity interests in Jiuzhou Pharmacy, but controls the drugstore chain through contractual arrangements with] [AGREEMENT FOR LOGISTICS SERVICES Agreement Party A Party B Parties This Agreement for Logistics Services (this “ The Parties desire that Party B provide logistics services and other relevant services to Party A. To clarify the duties and responsibilities of each party, the Parties agree as follows: 1. RETENTION AND SCOPE OF SERVICES 2. TERM OF AGREEMENT The terms and]

By | 2016-03-11T08:09:15+00:00 March 23rd, 2010|Categories: Chinese Stocks, CJJD, Webplus ver|Tags: , , , , , |0 Comments
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DHRM [Dehaier Medical Systems] S-1/A: ¨ Large accelerated filer ¨ Accelerated filer ¨

[¨ Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company x CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered (1) Proposed Maximum Amount of Common Shares (2) $13,500,000 $753.30 (3) $150 $0.01 (3) $1,687,500 $94.81 Total $15,187,650 $848.52 (4) (1) (2) (3) (4) Previously paid. SUBJECT TO COMPLETION, DATED MARCH 22,] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and] [Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and subject to the limitations, qualifications, exceptions and assumptions set forth herein, we are of the opinion that: Yours sincerely, Beijing Kang Da Law Firm] [Based on the repayment Loan contract signed between Industrial and Commercial Bank of China Limited and Beijing Dehaier Technology Company Limited dated on November 17, 2009, the principal of the loan is RMB10,000,000, with repayments due on January 20, March 20 and May 20, 2010 for RMB1,000,000, RMB4,000,000 and RMB5,000,000, respectively. Beijing Dehaier Technology Company had refund RMB1,000,000 on January] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-1 of our report dated March 22, 2010 relating to the 2008 and 2007 consolidated financial statements of Dehaier Medical Systems Limited and Affiliate and to the reference to our Firm under the caption “Experts” in the Prospectus. New York,] [Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Dear Sirs, “PRC” We are qualified lawyers of the People’s Republic of China (the “Company” “Registration Statement” “SEC” “Securities Act” “Shares” We have acted as PRC counsel for Dehaier Medical Systems Limited, a company incorporated under the laws of] [Daniel Morris, Esq. March 22, 2010 Page 2 Dehaier has revised footnote 5 to read as follows: Milestone Capital Management Limited, the sole shareholder of De-haier Investment Holdings Ltd., has discretionary authority to vote and dispose of the 527,693 shares held by De-haier Investment Holdings Ltd. Ms. Yunli Lou and Mr. Liping Qiu in their capacities as managers of Milestone]

By | 2016-03-25T10:00:07+00:00 March 22nd, 2010|Categories: Chinese Stocks, DHRM, Webplus ver|Tags: , , , , , |0 Comments
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DHRM [Dehaier Medical Systems] S-1/A: (Original Filing)

[¨ Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company x CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered (1) Proposed Maximum Amount of Common Shares (2) $13,500,000 $753.30 (3) $150 $0.01 (3) $1,687,500 $94.81 Total $15,187,650 $848.52 (4) (1) (2) (3) (4) Previously paid. SUBJECT TO COMPLETION, DATED March 12,] [Kaufman & Canoles, P.C. Three James Center, 12th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com _______________, 2010 Dehaier Medical Systems Limited 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District Beijing 100089 People’s Republic of China Re: Dehaier Medical Systems Limited] [Kaufman & Canoles, P.C. Three James Center, 12th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com Dehaier Medical Systems Limited 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District Beijing 100089 People’s Republic of China Re: Dehaier Medical Systems Limited Dear Sir:] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and] [Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and subject to the limitations, qualifications, exceptions and assumptions set forth herein, we are of the opinion that: Yours sincerely, Beijing Kang Da Law Firm] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-1 of our report dated March 12, 2010 relating to the 2008 and 2007 consolidated financial statements of Dehaier Medical Systems Limited and Affiliate and to the reference to our Firm under the caption “Experts” in the Prospectus. New York,] [Daniel Morris, Esq. March 12, 2010 Page 2 Dehaier has also revised its disclosure at page 84 to disclose that Yunli Lou and Liping Qiu, who share power to direct the voting and disposition of the shares held by De-haier Investment Holdings Ltd, currently serve on the board of directors of BDL as representatives of Dehaier Investment Holdings Ltd and]

By | 2016-03-25T10:06:22+00:00 March 12th, 2010|Categories: Chinese Stocks, DHRM, SEC Original|Tags: , , , , , |0 Comments
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DHRM [Dehaier Medical Systems] S-1/A: (Original Filing)

[¨ Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company x CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered (1) Proposed Maximum Amount of Common Shares (2) $13,500,000 $753.30 (3) $150 $0.01 (3) $1,687,500 $94.81 Total $15,187,650 $848.52 (4) (1) (2) (3) (4) Previously paid. SUBJECT TO COMPLETION, DATED March 3,] [Kaufman & Canoles, P.C. Three James Center, 12th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com _______________, 2010 Dehaier Medical Systems Limited 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District Beijing 100089 People’s Republic of China Re: Dehaier Medical Systems Limited] [Kaufman & Canoles, P.C. Three James Center, 12th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com Dehaier Medical Systems Limited 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District Beijing 100089 People’s Republic of China Re: Dehaier Medical Systems Limited Dear Sir:] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and] [Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and subject to the limitations, qualifications, exceptions and assumptions set forth herein, we are of the opinion that:] [Approval to Change the date of Repayment of Loan Contract No. 0023, Year 2009 Based on the Loan contract signed between Industrial and Commercial Bank of China Limited and Beijing Dehaier Technology Company Limited dated on May 5 2009, the principal of the loan is RMB 10,000,000, with repayments due on November 20, 2009, March 20, 2010 and May 20,] [Loss Absorption Agreement This Loss Absorption Agreement (hereinafter referred to as this “Agreement”) is entered into among the following parties in Beijing as of March 3, 2010: Party A: Beijing Dehaier Medical Technology Company Limited Party B: Beijing Dehaier Technology Company Limited Party C: Ping Chen Party D: Bao Xian Party E: Weibing Yang Party F: Jian Sun Party G:] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-1 of our report dated March 3, 2010 relating to the 2008 and 2007 consolidated financial statements of Dehaier Medical Systems Limited and Affiliate and to the reference to our Firm under the caption “Experts” in the Prospectus. New York,] [Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Dear Sirs, “PRC” We are qualified lawyers of the People’s Republic of China (the “Company” “Registration Statement” “SEC” “Securities Act” “Shares” We have acted as PRC counsel for Dehaier Medical Systems Limited, a company incorporated under the laws of] [Daniel Morris, Esq. March 3, 2010 Page 2 Assembly, page 3 2.]

By | 2016-03-25T10:09:47+00:00 March 3rd, 2010|Categories: Chinese Stocks, DHRM, SEC Original|Tags: , , , , , |0 Comments
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DHRM [Dehaier Medical Systems] S-1/A: ¨ Large accelerated filer ¨ Accelerated filer ¨

[¨ Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company x CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered (1) Proposed Maximum Amount of Common Shares (2) $13,500,000 $753.30 (3) $150 $0.01 (3) $1,687,500 $94.81 Total $15,187,650 $848.52 (4) (1) (2) (3) (4) Previously paid. SUBJECT TO COMPLETION, DATED March 3,] [Kaufman & Canoles, P.C. Three James Center, 12th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com _______________, 2010 Dehaier Medical Systems Limited 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District Beijing 100089 People’s Republic of China Re: Dehaier Medical Systems Limited] [Kaufman & Canoles, P.C. Three James Center, 12th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com Dehaier Medical Systems Limited 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District Beijing 100089 People’s Republic of China Re: Dehaier Medical Systems Limited Dear Sir:] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and] [Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and subject to the limitations, qualifications, exceptions and assumptions set forth herein, we are of the opinion that:] [Approval to Change the date of Repayment of Loan Contract No. 0023, Year 2009 Based on the Loan contract signed between Industrial and Commercial Bank of China Limited and Beijing Dehaier Technology Company Limited dated on May 5 2009, the principal of the loan is RMB 10,000,000, with repayments due on November 20, 2009, March 20, 2010 and May 20,] [Loss Absorption Agreement This Loss Absorption Agreement (hereinafter referred to as this “Agreement”) is entered into among the following parties in Beijing as of March 3, 2010: Party A: Beijing Dehaier Medical Technology Company Limited Party B: Beijing Dehaier Technology Company Limited Party C: Ping Chen Party D: Bao Xian Party E: Weibing Yang Party F: Jian Sun Party G:] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-1 of our report dated March 3, 2010 relating to the 2008 and 2007 consolidated financial statements of Dehaier Medical Systems Limited and Affiliate and to the reference to our Firm under the caption “Experts” in the Prospectus. New York,] [Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Dear Sirs, “PRC” We are qualified lawyers of the People’s Republic of China (the “Company” “Registration Statement” “SEC” “Securities Act” “Shares” We have acted as PRC counsel for Dehaier Medical Systems Limited, a company incorporated under the laws of] [Daniel Morris, Esq. March 3, 2010 Page 2 Assembly, page 3 2.]

By | 2016-03-25T10:11:37+00:00 March 3rd, 2010|Categories: Chinese Stocks, DHRM, Webplus ver|Tags: , , , , , |0 Comments
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DHRM [Dehaier Medical Systems] S-1/A: ¨ Large accelerated filer ¨ Accelerated filer ¨

[¨ Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company x CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered (1) Proposed Maximum Amount of Common Shares (2) $13,500,000 $753.30 (3) $150 $0.01 (3) $1,687,500 $94.81 Total $15,187,650 $848.52 (4) (1) (2) (3) (4) Previously paid. SUBJECT TO COMPLETION, DATED February 16,] [Kaufman & Canoles, P.C. Three James Center, 12th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com _______________, 2010 Dehaier Medical Systems Limited 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District Beijing 100089 People’s Republic of China Re: Dehaier Medical Systems Limited] [Kaufman & Canoles, P.C. Three James Center, 12th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com Dehaier Medical Systems Limited 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District Beijing 100089 People’s Republic of China Re: Dehaier Medical Systems Limited Dear Sir:] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com February 16, 2010 Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen:] [Kaufman & Canoles, P.C. Three James Center, 12 th Floor 1051 East Cary Street Richmond, VA 23219 Mailing Address Post Office Box 27828 Richmond, VA 23261 T (804) 771.5700 F (804) 771.5777 kaufCAN.com February 16, 2010 Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen:] [February 16, 2010 Dehaier Medical Systems Limited. 1223 Epoch Center No. 31 Zi Zhu Yuan Road Haidian District, Beijing 100089 People’s Republic of China Ladies and Gentlemen: Based upon and subject to the limitations, qualifications, exceptions and assumptions set forth herein, we are of the opinion that: The statements made in the Registration Statement, under the caption “Tax Matters Applicable] [Guarantee Contract (Personal use) Guarantor (Party A) Chen Ping ID card: 110108196309303771 Address: Bei Jing Hai Dian District Yong Ding Road # 85; Lender (Party B) Industrial and Commercial Bank of China Limited (Hai Dian Branch): Representative: Xu Tian Ling On May 5 th 2009, Beijing Dehaier Medical Technology Company Limited signed a loan contract with Party B. (Loan No.:] [Mortgage Contract Contract number: 2009-0021 Mortgagee: Industrial and Commercial Bank of China Limited (Hai Dian Branch) (Refer to Party A) Representative: Xu Tian Ling Fax/Telephone: 82886377 Mortgager: Beijing Dehaier Technology Company Limited (Refer to Party B) Legal Representative: Chen Ping Fax/Telephone: 80119150 In order to make sure the right of the credit of Party A, Party B provide Mortgage on] [Exihibit 10.23 INDEMNIFICATION AND GUARANTEE AGREEMENT This Indemnification Agreement (the “Agreement”) is made as of the 12 th day of February, 2010 by and between Mr. Chen Ping (“Mr. Chen”) and Beijing Dehaier Technology Company Limited (“BTL”). WHEREAS, on May 5, 2009, Beijing Dehaier Medical Technology Company Limited (“BDL”) entered into a loan agreement (the “Loan”) with the Industrial and] [Description of Terms of Oral Loan Contract Beijing Dehaier Technology Company Limited (“BTL”) has pledged its property at 45 Yong An Road, Science Park, Changping District, Beijing, 102200, as collateral for Beijing Dehaier Medical Technology Company Limited’s (“BDL”) loan contract with the Industrial and Commercial Bank of China Limited (Hai Dian Branch). In exchange, BDL has orally agreed to advance] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-1 of our report dated February 15, 2010 relating to the 2008 and 2007 consolidated financial statements of Dehaier Medical Systems Limited and Affiliate and to the reference to our Firm under the caption “Experts” in the Prospectus. New York,] [Daniel Morris, Esq. February 16, 2010 Page 2 The referenced website is not Dehaier’s current website and had last been in use in 2006. Dehaier does not reference this website anywhere in the registration statement. As this is not Dehaier’s current website some of the information on the website was inaccurate or outdated. Dehaier has now made efforts to correct]

By | 2016-03-25T10:19:52+00:00 February 16th, 2010|Categories: Chinese Stocks, DHRM, Webplus ver|Tags: , , , , , |0 Comments
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