14. SHARE BASED COMPENSATION

On August 5, 2009, the Company adopted the 2009 Share Incentive Plan (the "Option Plan") to attract and retain the best available personnel, provide additional incentives to employees, directors and consultants, and promote the success of the Company's business. As of December 31, 2009, share options to purchase of no more than 15,000,000 ordinary shares were authorized and 5,350,000 share options were granted under the Option Plan.

During the years ended December 31, 2011, 2012 and 2013, the Company granted nil, 1,190,000 and 140,000 share options respectively to its officers, directors and employees, respectively.

On January 9, 2012, the Company modified the exercise price for a total number of 6,520,000 options granted before to $0.42, in order to provide appropriate incentives to the relevant employees and executive officers of the Company. The fair value of the options under revised terms for three batches granted on October 31, 2009, October 6, 2010 and December 3, 2010 was $0.22, $0.23 and $0.23, respectively. The total incremental cost associated with the modification was $638,700, of which $284,123 was recognized immediately for the options vested prior to the date of the modification and the remaining share based compensation charges of $354,577 will be recognized over a weighted-average period of 2.12 years.

On January 9, 2012, the Company granted options to acquire 300,000 ordinary shares to independent directors pursuant to the Option Plan. Thirty percent (30%) of the options will vest one year following the grant date, thirty percent (30%) of the options will vest on the second year of the vesting commencement date, and the remaining forty percent (40%) of the options will vest on the third anniversary of the vesting commencement date. At the same time, the Company granted options to acquire 890,000 ordinary shares to certain officers and employees pursuant to the Option Plan. Twenty-five percent (25%) of the options will vest one year following the grant date, and the remaining seventy-five percent (75%) of the options will vest in thirty-six equal installments over the next three years. These options were granted in anticipation of services to be provided during the respective service periods. The exercise price is $0.42.

On April 3, 2013, the Company modified the exercise price for a total number of 6,796,975 options granted before to $0.25, in order to provide appropriate incentives to the relevant employees and executive officers of the Company. The fair value of the options under revised terms for four batches granted on October 31, 2009, October 6, 2010, December 3, 2010, January 9, 2012 was $0.11, $0.12, $0.11 and $0.13, respectively. The total incremental cost associated with the modification was $191,000, of which $153,085 was recognized immediately for the options vested prior to the date of the modification and the remaining share-based compensation charges of $37,915 will be recognized over a weighted-average period of 1.21 years.

On April 3, 2013, the Company granted options to acquire 140,000 ordinary shares to an independent director pursuant to the Option Plan. Thirty percent (30%) of the options will vest one year following the service inception date, thirty percent (30%) of the options will vest on the second year of service inception date, and the remaining forty percent (40%) of the options will vest on the third anniversary of the service inception date. The exercise price is $0.25.

The Company utilized the Binomial option pricing model to evaluate the fair value of the stock options with reference to the closing price of the Company on the measurement dates.

The following assumptions were used in the Binomial option pricing model:

Year Ended December 31, 2012

Options
granted

Average
risk-free
rate of
return

Exercise
multiple

Volatility
rate

Dividend
yield

Post-
vesting
forfeiture
rate

January 9, 2012

2.05%

2.2 ~ 3.0 times

58.7%

3-9.5%

Year Ended December 31, 2013

Options
granted

Average
risk-free
rate of
return

Exercise
multiple

Volatility
rate

Dividend
yield

Post-
vesting
forfeiture
rate

April 3, 2013

2.29%

2.8 times

51.78%

The risk-free rate of return is based on the yield curve of China USD sovereign bond commensurate with the same maturity at the respective grant dates. The exercise multiple is estimated by reference to the proprietary research and empirical studies. The expected volatility is based on the average of historical daily annualized share price volatility of 6 comparable companies over a normalized period that commensurate with the option life of 10 years. The post-vesting forfeiture rate is based on the historical data and management's best

estimation.

A summary of the aggregate option activity and information regarding options outstanding as of December 31, 2012 is as follows:

	Number of Options			Weighted Average Exercise Price		Weighted Average Remaining Contract Life		Aggregate Intrinsic Value
Options outstanding on January 1, 2013 (after modification of exercise price)		7,179,500		$	0.25
Granted		140,000		$	0.25
Forfeited		(304,912	)	$	0.25
Expired		(92,918	)	$	0.25
Exercised		(550,420	)	$	0.25
Options outstanding on December 31, 2013		6,371,250		$	0.25		6.42	$	-
Options vested or expected to vest on December 31, 2013		5,915,969		$	0.25		6.37	$	-
Options exercisable on December 31, 2013		5,364,292		$	0.25		6.43	$	-

The share-based compensation charge related to the share options of approximately$2,206,025, $2,249,834 and $1,881,401 was recognized by the Company for the years ended December 31, 2011, 2012 and 2013, respectively.

The weighted average grant date fair value of options granted during the year ended December 31, 2011, 2012 and 2013 was $ nil, $0.23 and $0.11, respectively.

As of December 31, 2013, there was $ $524,535 in total unrecognized compensation cost related to non-vested stock options, which is expected to be recognized over a weighted-average period of 1.40 years.