What changed in this filing

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Item 2. Properties

2020-03-23 compared with 2019-03-07 · 54 added, 46 removed, 6 unchanged (94% of the section changed)

headquarters are located at Hebei Baoding Dongfang Paper Milling Company Limited, Juli Road, Xushui District, Baoding City, Hebei

Province, China.

We have two main production bases, one production base located approximately 4 kilometers away from our headquarters,

and the second production base located in Wei County, Xingtai City, Hebei province.

land in the PRC is owned by the government and cannot be sold to any individual or entity.

Instead, the government grants landholders

a “land use right”

Our headquarters are

located at Hebei Baoding Dongfang Paper Milling Company Limited, Juli Road, Xushui District, Baoding City, Hebei Province, China.

We have two main production bases, one production base located approximately 4 kilometers away from our headquarters, and the second

production base located in Wei County, Xingtai City, Hebei province.

All land in the PRC

is owned by the government and cannot be sold to any individual or entity.

Instead, the government grants landholders a “land

use right”

after a purchase price for such “land use right”

is paid to the government.

The “land

use right”

allows the holder the right to use the land for a specified long-term period of time and enjoys all the incidents

of ownership of the land.

The following are the details regarding Dongfang Paper’s land use rights with regard to the

land that it uses in its business.

land of our first production base (the “Xushui Paper Mill”), comprising 200 mu, or approximately 33 acres, of land,

is leased from the local government pursuant to a 30 year lease that expires December 31, 2031.

The lease requires an annual

payment of approximately $ 18,089 (RMB 120,000) due by June 30 every year.

land of the second production base (the “Xingtai Paper Mill”), comprising 300 mu, or approximately 50 acres, of land,

is leased from Hebei Tengsheng Paper Co., Ltd.

The “land use right”

allows the holder the right to use the land for a specified long-term period of time and enjoys all the incidents of ownership

The following are the details regarding Dongfang Paper’s land use rights with regard to the land that it

uses in its business.

The land of our first

production base (the “Xushui Paper Mill”), comprising 200 mu, or approximately 33 acres, of land, is leased from the

local government pursuant to a 30 year lease that expires December 31, 2031.

The lease requires an annual payment of approximately

$ 18,089 (RMB 120,000) due by June 30 every year.

The land of the second

production base (the “Xingtai Paper Mill”), comprising 300 mu, or approximately 50 acres, of land, is leased from

Hebei Tengsheng Paper Co., Ltd.

pursuant to a 15 year lease that expires November 27, 2027.

The lease requires

an annual payment of approximately $542,675 (RMB 3,600,000) due by November 27 every year.

office building and essentially all industrial-use buildings at our headquarters (the “Industrial Buildings”) are

leased to us by a related party Hebei Fangsheng Real Estate Development Co.

(“Hebei Fangsheng”), for a term of

up to three years starting August 2013, with an annual rental payment of approximately $150,745 (RMB1,000,000).

The lease agreement

expired in August 2016.

On August 9, 2016 and August 6, 2018, the Company entered into a supplementary agreement with Hebei Fangsheng,

who agreed to extend the lease term for another two years, with the same rental payment as original lease agreement.

The lease requires an annual

payment of approximately $542,675 (RMB 3,600,000) due by November 27 every year.

On June 25, 2019, Dongfang Paper entered into

an acquisition agreement with shareholder of Hebei Tengsheng Paper Co., Ltd.(“Hebei Tengsheng”), a limited liability

company organized under the laws of the PRC, pursuant to which Dongfang Paper will acquire Hebei Tengsheng.

Upon full payment

of the consideration in the amount of RMB 320 million (approximately $45 million), Hebei Tengsheng will become a wholly owned

subsidiary of Dongfang Paper that manufactures and sells tissue paper products.

The office building

and essentially all industrial-use buildings at our headquarters (the “Industrial Buildings”) are leased to us by a

related party Hebei Fangsheng Real Estate Development Co.

(“Hebei Fangsheng”), for a term of up to three years

starting August 2013, with an annual rental payment of approximately $150,745 (RMB1,000,000).

The lease agreement expired in August

On August 9, 2016 and August 6, 2018, the Company entered into a supplementary agreement with Hebei Fangsheng, who agreed

to extend the lease term to August 9, 2022, with the same rental payment as original lease agreement.

See “Item 13.

Certain Relationships and Related Transactions, and Director Independence - Sale of Headquarters Real Properties to a Related

Party.”

the spring of 2010, we initiated the process of acquiring approximately 667,000 square meters of land adjacent to our first production

base, Xushui Paper Mill and have received governmental approval for our capacity expansion plan.

On April 13, 2012, we closed

our acquisition of 58,566 square meters of land and secured all associated land use right permits (the “Xushui Mill Annex”).

For land acquisition of the Xushui Mill Annex, we paid a total of $7.5 million for various payments of compensation, taxes, and

recording fees to the sellers and the local government.

On October 26, 2012, we made a prepayment in the amount of $1,404,460

for the purchase of land use right from the local residents’

council for approximately 65,023 square meters of land located

inside of our Xushui Paper Mill.

In December 2016, the Company completed the purchase of such land use right, with a land use

term of 50 years expiring in 2066.

of December 31, 2018, our facilities include a total of 9 production lines, among which PM7 is currently idle and under renovation,

and PM4 and PM5 (both for digital photo paper) has been suspended, nine warehouses, two office buildings, two cafeterias, and

five dormitories.

Relationships and Related Transactions, and Director Independence - Sale of Headquarters Real Properties to a Related Party.”

In the spring of 2010,

we initiated the process of acquiring approximately 667,000 square meters of land adjacent to our first production base, Xushui

Paper Mill and have received governmental approval for our capacity expansion plan.

On April 13, 2012, we closed our acquisition

of 58,566 square meters of land and secured all associated land use right permits (the “Xushui Mill Annex”).

acquisition of the Xushui Mill Annex, we paid a total of $7.5 million for various payments of compensation, taxes, and recording

fees to the sellers and the local government.

On October 26, 2012, we made a prepayment in the amount of $1,404,460 for the purchase

of land use right from the local residents’

council for approximately 65,023 square meters of land located inside of our

Xushui Paper Mill.

In December 2016, the Company completed the purchase of such land use right, with a land use term of 50 years

expiring in 2066.

As of December 31,

2019, our facilities include a total of 9 production lines, among which PM7 is currently idle and under renovation, and PM4 and

PM5 (both for digital photo paper) has been suspended, nine warehouses, two office buildings, two cafeterias, and five dormitories.

Legal Proceedings

Mine Safety Disclosures

Not Applicable.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 2. Properties