10KSB/A 1 d24479_10ksb-a.txt FORM 10KSB/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB/A [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1999 [_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ___________ Commission file number: 0-28144 TRIMOL GROUP, INC. (Exact Name of Registrant as Specified in its Charter) DELAWARE 13-3859706 (State or other jurisdiction) (Employer Identification Number) 1285 Avenue of the Americas, 35th Floor, New York, New York 10019 (Address of principal executive offices) Registrant's Telephone Number, Including Area Code: (212) 554-4394 Securities registered under Section 12(b) of the Exchange Act: None Title of each class registered: None Name of each exchange on which registered: None Securities registered under Section 12(g) of the Exchange Act: Common Stock, $0.01 par value (Title of class) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Check if no disclosure of delinquent filers in response to Item 405 of Regulation S-B is contained in this form, and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB. [X] State the issuer's revenues for its most recent fiscal year: $7,981,000 State the aggregate market value of the voting and non-voting stock held by non-affiliates computed by reference to the price at which the stock was sold, or the average bid and asked prices of such stock, as of a specified date within the past 60 days. The aggregate market value of the voting and non-voting stock held by non-affiliates of the registrant is approximately $3,071,500 (based upon the average of the closing bid ($0.50) and closing asked ($2.00) prices on March 31, 2000. State the number of shares outstanding of each of the registrant's classes of common equity as of the latest practicable date: 12,039,000 shares of the registrant's common stock are issued and outstanding as of March 31, 2000. DOCUMENTS INCORPORATED BY REFERENCE If the following documents are incorporated by reference, briefly describe them and identify the part of the form 10-KSB into which the document is incorporated: (1) any annual report to security holders; (2) any proxy or information statement; and (3) any prospectus filed pursuant to Rule 424 (b) or (c ) of the Securities Act of 1933. None Transitional Small Business Disclosure Format (check one): Yes [ ] No [X] TABLE OF CONTENTS Page PART III Item 13. Exhibits, Lists and Reports on Form 8-K..........................41 SIGNATURES In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TRIMOL GROUP, INC. /s/ Alex Gordin ---------------------------- Alex Gordin, President In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. Dated: January 22, 2001 /s/ Boris Birshtein ---------------------------------- Boris Birshtein, Chairman of the Board Dated: January 22, 2001 /s/ Alex Gordin ---------------------------------- Alex Gordin, President and Director Dated: January 22, 2001 /s/ Shmuel Gurfinkel ---------------------------------- Shmuel Gurfinkel, Chief Financial Officer and Director Dated: January 22, 2001 /s/ Gary Shokin ---------------------------------- Gary Shokin, Secretary and Director TRIMOL GROUP, INC. INDEX OF EXHIBITS EXHIBIT NO. DESCRIPTION OF DOCUMENT ----------- ----------------------- 23.1 Consent of KPMG Accountants N.V. REPORT OF THE INDEPENDENT AUDITORS To the Board of Directors and Shareholders of Trimol Group, Inc. We have audited the accompanying consolidated balance sheet of Trimol Group, Inc. and subsidiaries (the "Company") as of December 31, 1998 and the related consolidated statements of operations, changes in shareholders equity and cash flows for the year then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 1998 and the results of its operations and cash flows for the year then ended, in conformity with generally accepted accounting principles in the United States. KPMG Accountants N.V. Certified Public Accountants (Netherlands) A Member of KPMG International Amstelveen, The Netherlands April 9, 1999