ITEM 1.01. Entry into A Material Definitive Agreement.





Stock Purchase Agreement

On August 11, 2021, Shentang International, Inc. (the "Company") entered into and closed the transaction contemplated by a stock purchase agreement (the "Stock Purchase Agreement") by and among the Company, VEZHONG LIMITED, a British Virgin Islands company, JW Asset Management Limited, a British Virgin Islands company (each, a "Purchaser", and together, the "Purchasers"), and Plentiful Limited, a Samoan company (the "Seller"), the controlling shareholder of the Company. Pursuant to the Stock Purchase Agreement, Purchasers purchased 10,000,000 shares of preferred stock (the "Shares") of the Company from the Seller, among which VEZHONG LIMITED purchased 9,002,000 Shares and JW Asset Management Limited purchased 998,000 Shares. The aggregate purchase price for the Shares set forth in the Stock Purchase Agreement is $250,000, or $0.025, per share. Upon the closing, the full purchase price of $250,000 was paid to Seller. The Company's common stock and preferred stock have different voting rights whereby one share of common stock is entitled to one (1) vote and one share of preferred stock is entitled to one hundred (100) votes. The Shares represent approximately 98% of the Company's outstanding voting power as of the closing. Accordingly, as a result of the transaction, VEZHONG LIMITED became the controlling shareholder of the Company.

Purchasers acquired the Shares and now each owns the following percentage of the outstanding preferred stock of the Company:





Name                           Number of Shares       Percent of Preferred Stock
VEZHONG LIMITED                        9,002,000                            90.02 %
JW Asset Management Limited              998,000                             9.98 %

Purchasers used their working capital to acquire the Shares. Purchasers did not borrow any funds to acquire the Shares.

Prior to the closing, none of Purchasers was affiliated with the Company. However, VEZHONG LIMITED will be deemed an affiliate of the Company after the closing as a result of its stock ownership interest in the Company.

The foregoing description of the terms of the Stock Purchase Agreement is qualified in its entirety by reference to the provisions of that document filed as Exhibit 10.1 to this report and incorporated by reference herein.

ITEM 5.01. Changes in Control of Registrant.

Reference is made to the disclosure set forth under Item 1.01 of this report, which disclosure is incorporated herein by reference. As a result of the closing of the stock purchase transaction, the control of the Company has been transferred from Seller to VEZHONG LIMITED.

ITEM 9.01. Financial Statements and Exhibits.





(d) Exhibits



Exhibit No.   Description
10.1            Stock Purchase Agreement dated as of August 11, 2021 between the
              Company, Purchasers and Seller




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