China VTV Ltd. entered into a share exchange agreement to acquire China VTV Limited (OTCPK:CVTV) in a reverse merger transaction on March 15, 2019. China VTV Limited will issue 110.5 million restricted shares of common stock to shareholders of China VTV Ltd. resulting in China VTV Ltd. shareholders holding 51.3% stake in China VTV Limited. Within three (3) months from the closing of the agreement, China VTV and Tijin Song, the Chairman and President of China VTV Limited, shall make a payment of $0.3 million to Guoping Chen who has loaned such amount to China VTV Limited for its operations. Each of the party, China VTV Ltd. and China VTV Limited shall be liable to $0.1 million as liquidation damages. On or before the closing date the current Board of Directors of China VTV Limited shall appoint Tijin Song as Chairman of the Board, Chief Executive Officer and President, Liqiang Meng as Director, Yatao Wang as Director, Daoxin Zhang as Director, Hongbin Dong as Director, Tonghao Yu as Director and Chief Marketing and Branding Officer and Guoping Chen as Director, interim Chief Financial Officer, Secretary and Treasurer. In connection with the execution of this agreement, Song shall simultaneously sign his resignation as a Director and Chief Executive Officer of China VTV Limited. The agreement is subject to closing conditions and satisfactory due diligence. The Board of Directors of China VTV Ltd. approved the transaction. The transaction is expected to close on March 29, 2019.