STOCK PURCHASE AGREEMENT AND SHARE EXCHANGE

Exhibit 10.1

THIS STOCK PURCHASE AGREEMENT AND SHARE EXCHANGE, made and entered into this 25 ^th day of March, 2009 (the “ Agreement ”), by and among Equity Ventures Group, Inc. (“ EVG ”), a Florida corporation with its principle places of business at 1314 E. Las Olas Blvd., Ste 1030, Fort Lauderdale, FL 33301; GHG Trading Platforms, Inc., a Nevada corporation (“ GHG ”) with its principal executive offices at 930 Sahara Ave., #679, Las Vegas, NV 89917, and the shareholders of GHG named on the Annex 1 of this Agreement (individually, a “ GHG Stockholder ”, and collectively, the “ GHG Stockholders ”).

WHEREAS, EVG is a reporting company under Section 12(g) of the Securities and Exchange Act of 1934, organized under the laws of the State of Florida with no significant operations, while GHG is a private, non-reporting company incorporated under the laws of Nevada;

WHEREAS, EVG desires to acquire from the GHG Shareholders, and the GHG Shareholders desire to sell to EVG, 100% of the outstanding shares of GHG in exchange for the issuance by EVG of an aggregate number of shares equal to 90% of the post-transaction shares of EVG common stock (the “ Common Stock ”) to the GHG Shareholders on the terms and conditions set forth herein (the “ Share Exchange ”).

WHEREAS, after giving effect to the Share Exchange, GHG shall become a wholly owned subsidiary of EVG;

WHEREAS, the boards of directors of GHG and EVG have determined, subject to the terms and conditions set forth in this Agreement, that the transaction contemplated hereby is desirable and in the best interests of their stockholders, respectively.  This Agreement is being entered into for the purpose of setting forth the terms and conditions of the proposed acquisition.

NOW, THEREFORE, on the stated premises and for and in consideration of the mutual covenants and agreements hereinafter set forth and the mutual benefits to the parties to be derived here from, it is hereby agreed as follows:

Section 1.1      Organization.   GHG is a corporation duly organized, validly existing, and in good standing under the State of Nevada and has the corporate power and is duly authorized, qualified, franchised and licensed under all applicable laws, regulations, ordinances and orders of public authorities to own all of its properties and assets and to carry on its business in all material respects as it is now being conducted, including qualification to do business as a foreign corporation in the jurisdiction in which the character and location of the assets owned by it or the nature of the business transacted by it requires qualification.  Included in the Schedules attached hereto (hereinafter defined) are complete and correct copies of the articles of incorporation, bylaws and amendments thereto as in effect on the date hereof.  The execution and delivery of this Agreement does not and the consummation of the transactions contemplated by this Agreement in accordance with the terms hereof will not violate any provision of GHG's articles of incorporation or bylaws.  GHG has full power, authority and legal right and has taken all action required by law, its articles of incorporation, its bylaws or otherwise to authorize the execution and delivery of this Agreement.

Section 1.2       Capitalization .   The authorized capitalization of GHG consists of 50,000,000 Common Shares, $.001 par value per share and 0 Preferred Shares.  As of the date hereof, GHG shall have 8,099,750 shares of common stock outstanding.

All issued and outstanding shares are legally issued, fully paid and nonassessable and are not issued in violation of the preemptive or other rights of any person.  GHG has no securities, warrants or options authorized or issued.

Section 1.3         Subsidiaries.    GHG has no subsidiaries.

Section 1.4             Financial Statements.

Section 1.5              Tax Matters: Books and Records.

             Section 1.8           Information .    The information concerning GHG as set forth in this Agreement and in the attached Schedules is complete and accurate in all material respects and does not contain any untrue statement of a material fact or omit to state a material fact required to make the statements made in light of the circumstances under which they were made, not misleading.

             Section 1.9           Title and Related Matters.   GHG has good and marketable title to and is the sole and exclusive owner of all of its properties, inventory, interest in properties and assets, real and personal (collectively, the “Assets”) free and clear of all liens, pledges, charges or encumbrances.  GHG owns free and clear of any liens, claims, encumbrances, royalty interests or other restrictions or limitations of any nature whatsoever and all procedures, techniques, marketing plans, business plans, methods of management or other information utilized in connection with GHG business.   No third party has any right to, and GHG has not received any notice of infringement of or conflict with asserted rights of other with respect to any product, technology, data, trade secrets, know-how, proprietary techniques, trademarks, service marks, trade names or copyrights which, singly on in the aggregate, if the subject of an unfavorable decision ruling or finding, would have a materially adverse affect on the business, operations, financial conditions or income of GHG or any material portion of its properties, assets or rights.

             Section 1.10         Compliance With Laws and Regulations.     To the best of GHG’s knowledge and belief, GHG has complied with all applicable statutes and regulations of any federal, state or other governmental entity or agency thereof, except to the extent that noncompliance would not materially and adversely affect the business, operations, properties, assets or condition of GHG or would not result in GHG incurring material liability.

             Section 1.11                 Insurance.       All of the insurable properties of GHG are insured for GHG‘s benefit under valid and enforceable policy or policies containing substantially equivalent coverage and will be outstanding and in full force at the Closing Date.

             Section 1.12                 Approval of Agreement.     On the Closing Date, the board of directors and majority shareholders of GHG shall have authorized the execution and delivery of the Agreement by and have approved the transactions contemplated hereby.

             Section 1.13                 Material Transactions or Affiliations .    Except as set forth in Exhibit B, as attached hereto. There are no material contracts or agreements of arrangement between GHG and any person, who was at the time of such contract, agreement or arrangement an officer, director or person owning of record, or known to beneficially own ten percent (10%) or more of the issued and outstanding Common Shares of GHG and which is to be performed in whole or in part after the date hereof.  GHG has no commitment, whether written or oral, to lend any funds to, borrow any money from or enter into material transactions with any such affiliated person.

Section 1.14             No Conflict With Other Instruments .   The execution of this Agreement and the consummation of the transactions contemplated by this Agreement will not result in the breach of any term or provision of, or constitute an event of default under, any material indenture, mortgage, deed of trust or other material contract, agreement or instrument to which GHG is a party or to which any of its properties or operations are subject.

Section 1.15             Governmental Authorizations.   GHG has all licenses, franchises, permits or other governmental authorizations legally required to enable it to conduct its business in all material respects as conducted on the date hereof.  Except for compliance with federal and state securities and corporation laws, as hereinafter provided, no authorization, approval, consent or order of, or registration, declaration or filing with, any court or other governmental body is required in connection with the execution and delivery by GHG of this Agreement and the consummation of the transactions contemplated hereby.

As an inducement to, and to obtain the reliance of GHG, EVG represents and warrants as of the date hereof and reaffirms on the Closing Date as follows:

Section 2.1                Organization.   EVG is a corporation duly organized, validly existing and in good standing under the laws of Florida and has the corporate power and is duly authorized, qualified, franchised and licensed under all applicable laws, regulations, ordinances and orders of public authorities to own all of its properties and assets and to carry on its business in all material respects as it is now being conducted, including qualification to do business as a foreign entity in the country or states in which the character and location of the assets owned by it or the nature of the business transacted by it requires qualification.  Included in the Attached Schedules (as hereinafter defined) are complete and correct copies of the articles of incorporation, bylaws and amendments thereto as in effect on the date hereof.  The execution and delivery of this Agreement does not and the consummation of the transactions contemplated by this Agreement in accordance with the terms hereof will not, violate any provision of EVG's certificate of incorporation or bylaws.  EVG has full power, authority and legal right and has taken all action required by law, its articles of incorporation, bylaws or otherwise to authorize the execution and delivery of this Agreement.

Section 2.2                Capitalization.    The authorized Capitalization of EVG consists of 100,000,000 Common Shares, $0.001 par value per share and 10,000,000 Preferred Shares, par value $0.001.  As of the date hereof there are 974,000 common shares outstanding.  As of the Closing Date there will be 809,000 shares outstanding.

All issued and outstanding common shares have been legally issued, fully paid, are nonassessable and not issued in violation of the preemptive rights of any other person.  EVG has no other securities, warrants or options authorized or issued.

Section 2.3                Subsidiaries .   EVG has no subsidiaries.

Section 2.4                Financial Statements .

EVG has delivered to GHG and the GHG Shareholders its audited financial statements for the year ended December 31, 2008 (the “EVG Financial Statements”).  The EVG Financial Statements have been prepared in accordance with generally accepted accounting principles applied on a consistent basis throughout the periods indicated.  The EVG Financial Statements fairly present in all material respects the financial condition and operating results of EVG, as of the dates, and for the periods, indicated therein.  EVG does not have any material liabilities or obligations, contingent or otherwise, other than (a) liabilities incurred in the ordinary course of business subsequent to December 31, 2008, and (b) obligations under contracts and commitments incurred in the ordinary course of business and not required under generally accepted accounting principles to be reflected in the EVG Financial Statements, which, in both cases, individually and in the aggregate, would not be reasonably expected to result in a Material Adverse Effect.

Section 2.5              Tax Matters; Books & Records

Section 2.6                Information .   The information concerning EVG as set forth in this Agreement and in the attached Schedules is complete and accurate in all material respects and does not contain any untrue statement of a material fact or omit to state a material fact required to make the statements made, in light of the circumstances under which they were made, not misleading.

Section 2.7               Title and Related Matters.    EVG has good and marketable title to and is the sole and exclusive owner of all of its properties, inventory, interests in properties and assets, real and personal (collectively, the "Assets") free and clear of all liens, pledges, charges or encumbrances.  Except as set forth in the Schedules attached hereto, EVG owns free and clear of any liens, claims, encumbrances, royalty interests or other restrictions or limitations of any nature whatsoever and all procedures, techniques, marketing plans, business plans, methods of management or other information utilized in connection with EVG's business.  Except as set forth in the attached Schedules, no third party has any right to, and EVG has not received any notice of infringement of or conflict with asserted rights of others with respect to any product, technology, data, trade secrets, know-how, proprietary techniques, trademarks, service marks, trade names or copyrights which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would have a materially adverse affect on the business, operations, financial conditions or income of EVG or any material portion of its properties, assets or rights.

Section 2.8               Litigation and Proceedings .   There are no actions, suits or proceedings pending or threatened by or against or affecting EVG, at law or in equity, before any court or other governmental agency or instrumentality, domestic or foreign or before any arbitrator of any kind that would have a material adverse effect on the business, operations, financial condition, income or business prospects of EVG.  EVG does not have any knowledge of any default on its part with respect to any judgment, order, writ, injunction, decree, award, rule or regulation of any court, arbitrator or governmental agency or instrumentality.

Section 2.9               Contracts.   On the Closing Date:

(a)                There are no material contracts, agreements, franchises, license agreements, or other commitments to which EVG is a party or by which it or any of its properties are bound;

(b)                EVG is not a party to any contract, agreement, commitment or instrument or subject to any charter or other corporate restriction or any judgment, order, writ, injunction, decree or award which materially and adversely affects, or in the future may (as far as EVG can now foresee) materially and adversely affect, the business, operations, properties, assets or conditions of EVG; and

(c)          EVG is not a party to any material oral or written:  (i) contract for the employment of any officer or employee;  (ii) profit sharing, bonus, deferred compensation, stock option, severance pay, pension, benefit or retirement plan, agreement or arrangement covered by Title IV of the Employee Retirement Income Security Act, as amended; (iii) agreement, contract or indenture relating to the borrowing of money;  (iv) guaranty of any obligation for the borrowing of money or otherwise, excluding endorsements made for collection and other guaranties of obligations, which, in the aggregate exceeds $1,000;  (v)  consulting or other contract with an unexpired term of more than one year or providing for payments in excess of $10,000 in the aggregate;  (vi)  collective bargaining agreement; (vii) contract, agreement, or other commitment involving payments by it for more than $10,000 in the aggregate.

Section 2.10             No Conflict With Other Instruments . The execution of this Agreement and the consummation of the transactions contemplated by this Agreement will not result in the breach of any term or provision of, or constitute an event of default under, any material indenture, mortgage, deed of trust or other material contract, agreement or instrument to which EVG is a party or to which any of its properties or operations are subject.

Section 2.11             Material Contract Defaults.    To the best of EVG's knowledge and belief, it is not in default in any material respect under the terms of any outstanding contract, agreement, lease or other commitment which is material to the business, operations, properties, assets or condition of EVG, and there is no event of default in any material respect