ITEM 1.01 ENTRY INTO MATERIAL DEFINITIVE AGREEMENT

Kiwa Bio-Tech Products Group Corporation (the "Company"), together with its wholly owned subsidiary, Kiwa Bio-Tech (Yangling) Co. Ltd ("Yangling") and its strategic partner Shaanxi Xibaokun Agricultural Technology Co., Ltd., (Xibaokun) have established a joint venture to address ring-fenced soil remediation projects.

Presently, the Chinese government has vigorously promoted the treatment and restoration of polluted land and water resources and plans to invest significant funding to implement remediation projects. Through many experiments related to remediation and restoration of polluted agricultural land, the government has recognized the Company's core microbial technology as one of the principal technologies for remediation of soil and water resources.

At this time, Yangling and Xibaokun has established Yangling Kangxi Agricultural Technology Development Co., Ltd. (Kangxi), with environmental protection as its main business strategy. Xibaokun holds 60% of the equity and Kiwa Bio-Tech (Yangling) Co. Ltd ("Yangling") holds 40% of the equity of Kangxi.

Along with company's core technology, Kangxi will engage in technical cooperation with Northwest Agricultural and Forestry University of science and technology, Northwest University, Fudan University and Qingdao VLand Bio-Tech Inc. and Xibaokun, which will take advantage of its government resource relationship to implement soil and water resources remediation and treatment projects with government agencies in Shaanxi province and Zhejiang.

This joint venture will extend the Company's business plan from the original agricultural fertilizer market to enter the soil restoration business field.

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