Current Report Filing (8-k)
28 March 2018 - 7:15AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 21, 2018
CHINA ADVANCED CONSTRUCTION MATERIALS GROUP,
INC.
(Exact name of Registrant as specified in charter)
Nevada
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001-34515
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20-8468508
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(State or Other jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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9 North West Fourth Ring Road Yingu Mansion Suite 1708
Haidian District Beijing, Peoples Republic of China 100190
(Address of principal executive offices) (Zip Code)
+86 10 82525361
(Registrant's telephone
number, including area code)
Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
[ ] Written communications pursuant to Rule 425
under the Securities Act (17CFR230.425)
[ ] Soliciting material pursuant to Rule14a-12
under the Exchange Act (17CFR240.14a -12)
[ ] Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17CFR240.14d -2(b))
[ ] Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17CFR240.13e -4(c))
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of
this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b -2
of this chapter).
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to
Section 13(a) of the Exchange Act. [ ]
Item 5.02
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Departure of Directors or Certain Officers; Election
of Directors; Appointment of
Certain Officers; Compensatory
Arrangements of Certain Officers.
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Resignation of Director.
On March 21, 2017, Mr. Xinyong
Gao resigned from his position as a director of China Advanced Construction
Materials Group, Inc. (the Company), which resignation was effective on that
date. Mr. Gaos resignation was not the result of any disagreement between the
Company and him on any matter relating to the Companys operations, policies or
practices.
A copy of this report has been
provided to Mr. Gao, who has been provided with the opportunity to furnish a
letter addressed to the Company stating whether he agrees with the statements
made in this report, and if not, stating the respects in which he does not
agree. Mr. Gao have not delivered any such letter to the Company.
Appointment of Director.
On March 21, 2018, by unanimous
written consent, the Companys Board of Directors (the Board) appointed Wei
Pei as a director of the Company to fill Mr. Gaos vacancy. The Board has
determined that Mr. Pei is independent as that term is defined under the
Nasdaq listing standards. Mr. Wei Pei will serve the remaining portion of Mr.
Gaos term and shall be eligible for reelection (along with the Companys other
directors) at the Companys 2018 Annual Meeting of Shareholders. Mr. Wei Pei
will fill Mr. Gaos positions on the following committees of the Companys
Board: Chairman of the Nominating and Governance Committee and a member of the
Audit Committee and the Compensation Committee.
Biographical information for new director
Mr. Wei Pei, age 34, has served as the Administrative Director
of Wanda Picture Television & Media Co. since January 2017, responsible for
the HR department and administrative office. He also assists the management work
of some filming development projects of the company. Before that, he worked at
the Wanda Hotel Construction Co. since March 2010 in charge of the HR, project
management and organizational work. Mr. Pei graduated from Harbin Institute of
Technology with a bachelor degree in Business Management in 2006.
Mr. Pei does not have a family relationship with any director
or executive officer of the Company and has not been involved in any transaction
with the Company during the past two years that would require disclosure under
Item 404(a) of Regulation S-K.
Mr. Pei has entered into a director agreement (the Director
Agreement) with the Company, which sets his annual compensation of a monthly
fee of US$2,083.33 and establishes other terms and conditions governing his
service on the Companys Board. The foregoing description of the Director
Agreement is qualified in its entirety by reference to the complete text of the
Director Agreement, which is filed hereto as Exhibits 10.1.
Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits
Pursuant to the requirements of
the Securities Exchange Act of 1934, the registrant has duly caused this report
to be signed on its behalf by the undersigned hereunto duly authorized.
Date: March 27, 2018
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CHINA ADVANCED CONSTRUCTION
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MATERIALS GROUP, INC.
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By:
/s/ Xianfu
Han
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Name: Xianfu Han
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Title: Chief Executive Officer
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