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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to Sec. 240.14a-12
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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Control #
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China HGS Real Estate Inc.
2011 ANNUAL MEETING OF SHAREHOLDERS
March 14, 2011
10:00 a.m. China Time
6 Xinghan Road, 19th Floor, Hanzhong City
Shaanxi Province, PRC 723000
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1. Election of Directors
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01 – Xiaojun Zhu
02 – Shenghuei Luo
03 – Gordon H. Silver
04 – H. David Sherman
05 – Yuankai Wen
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2. Ratification of appointment of Friedman LLP as independent registered public accountants of the Company for the fiscal year ending September 30, 2011
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3. Approve the annual option grants to the Independent Directors as set forth in the Independent Director Agreements
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4. Adopt a non-binding resolution to approve the compensation of our named executive officers (the “Say on Pay Vote”)
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5. Advisory vote on the frequency of the Say on Pay Vote
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·
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Use the Internet to vote your proxy 24 hours a day, 7 days a week, until 11:59 p.m. (EST) on March 13, 2011.
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Please have this Notice available. Follow the instructions to vote your proxy.
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The 11-digit control # located in the box in the upper left hand corner on the front of this notice.
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Your preference to receive printed materials via mail –or– to receive an email with links to the electronic materials.
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If you choose email delivery, you must include the email address.
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If you would like this election to apply to delivery of material for all future meetings, write the word “Permanent” in the email.
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1. Head east on Min-Zhu Street (民主街) toward West Ring Road (西环路/西環路 )
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2. Take the 2nd left onto Tian-Han Avenue (天汉大道/天漢大道)
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3. Take the 2nd right onto Lian-Hu Road (莲湖路/蓮湖路)
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4. Turn left at the 2nd cross street onto Bei-Tuan-Jie Street (北团结街/北團結街)
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5. Slight right to stay on Bei-Tuan-Jie Street (北团结街/北團結街)
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6. Slight right to merge onto Xing-Han Road (兴汉路/興漢路)
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1. Head south on Ren-Min Road (人民路) toward Bei-Yi Ring Road (北一环路/北一環路 )Go through 1 traffic circle
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2. At the traffic circle, take the 3rd exit onto Xing-Han Road (兴汉路/興漢路 )
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