Exhibit
10.1
CHINA RITAR POWER
CORP.
INDEPENDENT DIRECTOR’S
CONTRACT
THIS AGREEMENT
(this “ Agreement ”) is made as of the 4
th day of August, 2008 and is by and between China Ritar
Power Corp., a Nevada corporation (hereinafter referred to as the
“ Company ”) and Charles Mo (hereinafter
referred to as the “ Director ”).
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 such position in accordance with the
terms and conditions of this Agreement.
In consideration for the above recited promises
and the mutual promises contained herein, the adequacy and
sufficiency of which are hereby acknowledged, the Company and the
Director hereby agree as follows:
1.
DUTIES
. The Company requires that the
Director be available to perform the duties of an independent
director customarily related to this function as may be determined
and assigned by the Board of Directors of the Company and as may be
required by the Company’s constituent instruments, including
its certificate or articles of incorporation, bylaws and its
corporate governance and board committee charters, each as amended
or modified from time to time, and by applicable law, including the
Nevada General Corporation Law. The Director agrees to devote as
much time as is necessary to perform completely the duties as the
Director of the Company, including duties as a member of the Audit
Committee and such other committees as the Director may hereafter
be appointed to. The Director will perform such duties described
herein in accordance with the general fiduciary duty of directors
arising under the Nevada General Corporation Law and Chapter 78 of
the Nevada Revised Statutes.
2.
TERM
. The term of this Agreement shall
commence as of the date of the Director’s appointment by the
board of directors of the Company (in the event the Director is
appointed to fill a vacancy) or the date of the Director’s
election by the stockholders of the Company and shall continue
until the Director’s removal or resignation.
3.
COMPENSATION
. The Company will pay the
Director a director’s fee of $12,000 per annum, payable in
equal monthly installments. This fee represents a retainer for
services rendered as a member of the Company’s Board of
Directors, and is in addition to any fees to which the Director may
be entitled under guidelines and rules established by the Company
from time to time for compensating non-employee directors for
serving on, and attending meetings of, committees of its Board of
Directors and the board of directors of its
subsidiaries.
4.
EXPENSES
. In addition to the compensation
provided in paragraph 3 hereof, the Company will reimburse the
Director for pre-approved reasonable business related expenses
incurred in good faith in the performance of the Director’s
duties for the Company. Such payments shall be made by the Company
upon submission by the Director of a signed statement itemizing the
expenses incurred. Such statement shall be accompanied by
sufficient documentary matter to support the
expenditures.
5.
CONFIDENTIALITY . The Company and the Director each acknowledge
that, in order for the intents and purposes of this Agreement to be
accomplished, the Director shall necessarily be obtaining access to
certain confidential information concerning the Company and its
affairs, including, but not limited to business methods,
information systems, financial data and strategic plans which are
unique assets of the Company (“ Confidential
Information ”). The Director cov