-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GTl9KIzgbwZQUrxH41qTKdqK7gDSv76UuFiXrs08jFmEy1lSY+lBp7+akLRVpeX0 dkfWiNdG8+6TKX9Sb7+vQg== 0001144204-08-033366.txt : 20080603 0001144204-08-033366.hdr.sgml : 20080603 20080603121722 ACCESSION NUMBER: 0001144204-08-033366 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080527 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080603 DATE AS OF CHANGE: 20080603 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Sinoenergy CORP CENTRAL INDEX KEY: 0001107563 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL TRUCKS TRACTORS TRAILERS & STACKERS [3537] IRS NUMBER: 841491682 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30017 FILM NUMBER: 08876556 BUSINESS ADDRESS: STREET 1: PO BOX 461029 CITY: GLENDALE STATE: CO ZIP: 80246 BUSINESS PHONE: 3033941187 MAIL ADDRESS: STREET 1: PO BOX 461029 CITY: GLENDALE STATE: CO ZIP: 80246 FORMER COMPANY: FORMER CONFORMED NAME: Sinoenergy DATE OF NAME CHANGE: 20061003 FORMER COMPANY: FORMER CONFORMED NAME: FRANKLYN RESOURCES III INC DATE OF NAME CHANGE: 20000223 8-K 1 v116421_8k.htm
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): May 27, 2008
 
 
Sinoenergy Corporation
(Exact name of registrant as specified in its charter)

Nevada
0-30017
84-1491682
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

1603-1604, Tower B Fortune Centre Ao City, Beiyuan Road, Chaoyang District,
Beijing China, 100107
(Address of principal executive offices)

Registrant’s telephone number, including area code:   86-10-84928149
 
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 (see General Instruction A.2. below):

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
On May 27, 2008, the board of directors of Sinoenergy Corporation (the “Company”) elected Xiangdong (Donald) Yang as a director of the Company. Mr. Yang does not have any family relationship with any director, executive officer or person nominated or chosen by the Company to become a director or executive officer.
 
Since 2007, Mr. Yang has been president of Abax Global Capital, a Hong Kong based investment firm of which Mr. Yang is a founding partner, focused on Pan-Asian public and private investments with a particular emphasis on Greater China and South East Asia.  From 2000 to 2007, Mr. Yang was a managing director and head of Hong Kong and China Debt Capital Market at Merrill Lynch.  Mr. Yang holds an MBA degree from the Wharton School of Business and a BA degree from Nankai University in China. 
 
Abax Lotus Ltd., an affiliate of Abax Global Capital, is the lead investor in the Company's $30,000,000 note financing which closed in September 2007, having purchased $10,700,000 principal amount of the Company’s 12% Guaranteed Senior Notes due 2012 and $9,300,000 principal amount of the Company’s 3% Guaranteed Senior Convertible Note dues 2012. Pursuant to an investor rights agreement, Abax has the right to appoint up to 20% of the members of the Company's board of directors and Mr. Tianzhou Deng, the Company’s chairman of the board of directors, and Mr. Bo Huang, the Company’s chief executive officer, have agreed to vote the shares of common stock beneficially owned by them in favor of the election of the Abax nominees for director at each annual or special meeting of shareholders at which an election of directors is held or pursuant to any written consent of the shareholders.
 
In addition, on May 27, 2008, Yanying Liu resigned as Secretary of the Company, effective June 1, 2008. There was no disagreement or dispute between Ms. Liu and the Company which led to her resignation. On May 27, 2008, the board of directors appointed Anlin Xiong as Secretary of the Company, effective June 1, 2008. There are no understandings or arrangements between Mr. Xiong and any other person pursuant to which Mr. Xiong was elected as an executive officer. Mr. Xiong does not have any family relationship with any director, executive officer or person nominated or chosen by us to become a director or executive officer.
 
Mr. Xiong joined the Company as the Vice President in charge of the Company's financing and investment activities in February 2008. Before joining the Company, Mr. Xiong was a senior manager at BOE Technology Group Co., Ltd., a leading Chinese LCD (Liquid Crystal Display) manufacturer listed on Shenzhen Stock Exchange, from October 2005 until February 2008. From May 2005 until October 2005, Mr. Xiong was a senior engineer at Alpha & Omega Semiconductor (Shanghai) Co. Ltd. in China. Mr. Xiong received a MS in Electrical Engineering from the University of Illinois at Urbana-Champaign in 2004, a MS in Physics from West Virginia University in 2003, and a BS in Electronic Engineering from Tsinghua University in China in 2000. Mr. Xiong also holds a Certificate of China Legal Professional, which is the lawyer qualification certificate in China.
 
A copy of the press release that discusses this matter is attached hereto as Exhibit 99.1
 
Item 9.01
Financial Statements and Exhibits.
 
Exhibits
 
99.1
Press Release, dated May 30, 2008
 
 
SIGNATURES
 
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.
 
      SINOENERGY CORPORATION
 
 
 
(Registrant)
     
Date: June 2, 2008
 
 
/s/  Bo Huang
 
 
 
Bo Huang, Chief Executive Officer   
 
 
 
 
 
 EX-99.1 2 v116421_ex99-1.htm Unassociated Document
Exhibit 99.1
 
Press Release
Source: Sinoenergy Corporation
 
Sinoenergy Corporation Appoints New Director and Secretary to its Board
Friday May 30, 8:00 am ET 
 
BEIJNG, May 30 /Xinhua-PRNewswire-FirstCall/ -- Sinoenergy Corporation (OTC Bulletin Board: SNEN - News; "Sinoenergy" or the "Company"), a manufacturer of compressed natural gas (CNG) vehicle and gas station equipment and a designer, developer and operator of retail CNG filling stations in the People's Republic of China, today announced the appointment of Mr. Xiangdong Yang as a Director and Mr. Anlin Xiong as Board Secretary to the Company, both effective as of June 01, 2008.
 
Mr. Yang will be an additional Director on the Board of Directors, bringing the Company's total number of Directors to seven, which includes four Independent Directors. Mr. Xiong will replace Ms. Yanying Liu, the current Board Secretary, who resigned from her position for other appointment in the Company effective June 01, 2008.
 
Mr. Yang is a founding partner and president of Abax Global Capital (AGC), a leading Hong Kong based investment firm focused on Pan-Asian public and private investments especially in Greater China and Southeast Asia. He was a Managing Director responsible for Merrill Lynch's Hong Kong and China Debt Capital Markets division from 2000 to 2007. Mr. Yang holds a MBA degree from the Wharton School of Business and a BA degree from Nankai University in China. Abax Lotus Ltd., an affiliate of AGC, is the lead investor in the Company's $30,000,000 note financing which closed in September 2007, having purchased $10,700,000 principal amount of the Company's 12% Guaranteed Senior Notes due 2012 and $9,300,000 principal amount of the Company's 3% Guaranteed Senior Convertible Note due 2012. Pursuant to an investor rights agreement, Abax has the right to appoint up to 20% of the members of the Company's board of directors.
 
Mr. Xiong joined Sinoenergy in February 2008 as the Vice President in charge of the Company's financing and investment activities. Before joining in Sinoenergy, Mr. Xiong was a senior manager at BOE Technology Group Co., Ltd., a leading Chinese LCD (Liquid Crystal Display) manufacturer listed on Shenzhen Stock Exchange. At BOE, he was responsible for corporate strategy, technology, and intellectual property planning and management. Mr. Xiong holds a MS in Electrical Engineering from the University of Illinois at Urbana-Champaign in the U.S., a MS in Physics from West Virginia University in the U.S., and a BS in Electronic Engineering from Tsinghua University in China.
 
"Sinoenergy is pleased to welcome our new Director and new Board Secretary," said Mr. Bo Huang, CEO of Sinoenergy. "Our Company is quickly growing and we plan to continue developing our corporate structure by adding more senior management people who have international business experience."
 
About Sinoenergy Corporation
 
Sinoenergy is a manufacturer of compressed natural gas (CNG) vehicle and gas station equipment as well as an operator of retail CNG stations in China. In addition to its CNG related products, the Company also designs and manufactures a wide variety of pressure containers for use in different industries including the petroleum and chemical industries, the metallurgy and electricity generation industries, and the food and brewery industries.
 
 
 
 
 
Safe Harbor Statement
 
This announcement contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact in this announcement are forward-looking statements, including but not limited to, future changes in the wholesale and retail price for CNG for vehicles in China; changes in policy by the national, provincial and municipal government of the PRC regarding CNG prices, the CNG vehicle industry, the construction and operation of retail CNG filling stations and related issues; the Company's ability to raise additional capital to finance the Company's activities; the effectiveness, profitability, and the marketability of its products; the future trading of the common stock of the Company; the ability of the Company to operate as a public company; the period of time for which its current liquidity will enable the Company to fund its operations; the Company's ability to protect its proprietary information; general economic and business conditions; the volatility of the Company's operating results and financial condition; the Company's ability to attract or retain qualified senior management personnel and research and development staff; and other risks detailed in the Company's filings with the Securities and Exchange Commission. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates and projections about the companies and the industry. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or to changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward looking statements are reasonable, they cannot assure you that their expectations will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results.
 
For more information, please contact:
 
Sinoenergy Corporation
Mr. Anlin Xiong, Vice President
Tel: +86-10-8493-2965 Ext 860
Email: anlinxiong@sinoenergycorporation.com
Web: http://www.sinoenergycorporation.com

CCG Elite Investor Relations Inc.
Mr. Crocker Coulson, President
Tel: +1-646-213-1915 (New York)
Email: crocker.coulson@ccgir.com
Web: http://www.ccgelite.com

 
 
Source: Sinoenergy Corporation
 
 

 
 

 -----END PRIVACY-ENHANCED MESSAGE-----