-----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, Bn94VdShGS6nljyx319J6wZs9ibjxNKv4s/Lb8J3ITJDSV0xdOwT9zJlDZ7/6Nbg aUUwGaZa5wR0LJme7Bnx3Q== 0001204459-10-002634.txt : 20101104 0001204459-10-002634.hdr.sgml : 20101104 20101104122226 ACCESSION NUMBER: 0001204459-10-002634 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101104 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101104 DATE AS OF CHANGE: 20101104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: China TransInfo Technology Corp. CENTRAL INDEX KEY: 0001081206 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 870616524 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34134 FILM NUMBER: 101164039 BUSINESS ADDRESS: STREET 1: 07 FLOOR E-WING CENTER STREET 2: NO. 113 ZHICHUNLU, HAIDIAN DISTRICT CITY: BEIJING, STATE: F4 ZIP: 100086 BUSINESS PHONE: (86) 10-82671299 MAIL ADDRESS: STREET 1: 07 FLOOR E-WING CENTER STREET 2: NO. 113 ZHICHUNLU, HAIDIAN DISTRICT CITY: BEIJING, STATE: F4 ZIP: 100086 FORMER COMPANY: FORMER CONFORMED NAME: INTRA ASIA ENTERTAINMENT CORP DATE OF NAME CHANGE: 20040106 FORMER COMPANY: FORMER CONFORMED NAME: GLOTECH INDUSTRIES INC DATE OF NAME CHANGE: 20030409 FORMER COMPANY: FORMER CONFORMED NAME: R & R RANCHING INC DATE OF NAME CHANGE: 19990305 8-K 1 form8k.htm FORM 8-K China TransInfo Technology Corp.: Form 8-K - Filed by newsfilecorp.com

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): November 4, 2010 (October 31, 2010)

CHINA TRANSINFO TECHNOLOGY CORP.
(Exact name of registrant as specified in its charter)

Nevada 001-34134 87-0616524
(State of Incorporation) (Commission File No.) (IRS Employer ID No.)

9th Floor, Vision Building,
No. 39 Xueyuanlu, Haidian District,
Beijing, China 100191
(Address of Principal Executive Offices)

(86) 10-51691999
Registrant’s Telephone Number, Including Area Code:

___________________________________________________
(Former name or former address, if changed since last report)

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.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))


ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On October 31, 2010, Mr. Zhihai Mao resigned as the Chief Financial Officer of China TransInfo Technology Corp. (the “Company”), effective immediately. Mr. Mao's resignation was not in connection with any known disagreement with the Company on any matter.

As a result of the resignation of Mr. Mao, his employment agreement with the Company, dated November 27, 2007, and the restricted shares grant agreement with the Company, dated June 1, 2010, were terminated, effective on October 31, 2010. In addition, upon his resignation, the unvested 12,500 restricted shares of the Company's common stock granted to Mr. Mao were cancelled.

On the same date, the Board of Directors of the Company appointed the Company’s Vice President of Operations and Director, Ms. Danxia Huang to serve as the Company's Interim Chief Financial Officer, effective immediately upon Mr. Mao's resignation, until a successor is named. Mr. Mao will serve as a consultant of the Company during this transition period.

Ms. Huang, age 37, became the Company’s Vice President of Finance and Treasurer on May 14, 2007 and became Director of the Company on May 27, 2007. Currently, Ms. Huang is Vice President of Operations in charge of the Company’s strategic development, business administration management and finance. Since November 2006, Ms. Huang has been Vice President of the Company’s affiliate, Beijing PKU Chinafront High Technology Co., Ltd., where she is in charge of strategic development, business administration management and finance. From April 2005 to November 2006, Ms. Huang was the Vice President of First City Investment Inc. of Hong Kong. From April 2001 to April 2005, Ms. Huang worked as the Chief Executive Officer of Beijing Business Travel Holiday Net-Tech Co., Ltd., an internet company. Ms. Huang holds a Master’s degree in Business Administration in Finance from Murdoch University of Australia.

There is no family relationship exists between Ms. Huang and any directors or executive officers of the Company. In addition, there has been no transaction, nor is there any currently proposed transaction between Ms. Huang and the Company that would require disclosure under Item 404(a) of Regulation S-K.

Item 9.01.  Financial Statements and Exhibits.

(d)     Exhibits

Exhibit Number   Description
     
99.1   Press release dated November 3, 2010


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.

China TransInfo Technology Corp.

Date: November 4, 2010

/s/ Shudong Xia
Chief Executive Officer


EXHIBIT INDEX

Exhibit Number   Description
     
99.1   Press release dated November 3, 2010


EX-99.1 2 exhibit99-1.htm EXHIBIT 99.1 China TransInfo Technology Corp.: Exhibit 99.1 - Filed by newsfilecorp.com

Exhibit 99.1

China TransInfo Announces Resignation of Chief Financial Officer

BEIJING, Nov. 3, 2010 --- China TransInfo Technology Corp. (Nasdaq:CTFO) ("China TransInfo" or the "Company"), a leading provider of intelligent transportation systems for highway and urban transportation management in China through its affiliate, China TransInfo Technology Group Co., Ltd. (the "Group Company"), today announced that Mr. Troy (Zhihai) Mao resigned from his position as the Company's Chief Financial Officer for personal health reasons, effective October 31, 2010.

Mr. Mao's resignation is not in connection with any disagreement with the Company regarding financial, accounting, or other practices. Until a permanent replacement is officially named, Ms. Danxia Huang, the Company's Vice President of Operations, will also serve as Interim Chief Financial Officer. Mr. Mao has agreed to serve as a consultant to the Company during this transition period.

"I have very much enjoyed working with China TransInfo and wish the Company and all of my colleagues every success in the future," stated Mr. Mao. "I look forward to serving as an advisor and consultant to the Company to help ensure a smooth transition."

"Troy has been a highly valued member of our management team and we wish him all the best in his future endeavors," said Mr. Shudong Xia, Chairman and Chief Executive Officer. "I would like to thank him for his many contributions, including leading our NASDAQ listing in 2008, enhancing our financial management and internal controls, and fostering strong relationships with the investment community. Troy's achievements form a solid foundation that we plan to continue to build upon going forward.

"We have identified a highly qualified CFO replacement with extensive U.S. GAAP accounting, finance, capital markets, managerial and U.S. and China business experience. He has worked in the finance function at a Fortune 500 company and at a Big Four audit firm, and is a U.S. Certified Public Accountant. We plan to formally announce our new CFO candidate by the end of the year when he officially joins our Company."

About China TransInfo

China TransInfo, through its affiliate, China TransInfo Technology Group Co., Ltd., (the "Group Company") and the Group Company's PRC operating subsidiaries, is primarily focused on providing urban and highway transportation management solutions and information services. The Company is a leading transportation information products and comprehensive solutions provider, and aims to be the largest real time transportation information service provider and major fleet management service provider in China. As the co-formulator of several transportation technology \national standards, the Company owns five patents and has won a majority of the model cases awarded by the PRC Ministry of Transportation. As a result, the Company is playing a key role in setting the standards for transportation information solutions in China. For more information, please visit the Company's website at http://www.chinatransinfo.com.

Safe Harbor Statement

This press release contains certain statements that may include "forward looking statements". All statements other than statements of historical fact included herein are "forward-looking statements". These forward looking statements are often identified by the use of forward-looking terminology such as "believes," "expects," "plans" or similar expressions, involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company's periodic reports that are filed with the Securities and Exchange


Commission and available on its website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.

Company Contact: Investor Relations Contact:
Ms. Fan Zhou, Investor Relations Director Mr. Athan Dounis
China TransInfo Technology Corp Email: athan.dounis@ccgir.com
Email: ir@ctfo.com Tel: +1-646-213-1916
Tel:+ 86-10 –5169 1657  

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