UNTIED 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): January 4, 2012 (December 29, 2011)
CHINA NUTRIFRUIT GROUP LIMITED
(Exact name of registrant as specified in its charter)
Nevada | 001-34440 | 87-0395695 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
5th Floor, Chuangye Building, Chuangye Plaza
Industrial
Zone 3, Daqing Hi-Tech Industrial Development Zone
Daqing, Heilongjiang
China 163316
(Address of principal executive offices, including zip
code)
(86) 459-8972870
(Registrants telephone number,
including area code)
5th Floor, Chuangye Building, Chuangye Plaza
Industrial
Zone 3, Daqing Hi-Tech Industrial Development Zone
Daqing, Heilongjiang
163316
Peoples Republic of China
(Former Name or Former Address, if
Changes 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:
[_] |
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)) |
Item 5.02. | Departure Of Directors Or Certain Officers; Election Of Directors; Appointment Of Certain Officers; Compensatory Arrangements Of Certain Officers. |
On December 29, 2011, William P. Haus resigned as the director and a member and chairman of the Compensation Committee of the Board of China Nutrifruit Group Limited (the Company), effective immediately. The resignation of Mr. Haus is not in connection with any known disagreement with the Company on any matter.
The Company issued a press release on January 4, 2011 announcing Mr. Haus resignation. A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01 |
Financial Statements and Exhibits. |
(d) The following exhibit is being filed with the current report on Form 8-K.
99.1 | China Nutrifruit Group Limited Press Release, dated January 4, 2012 |
SIGNATURE
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, in the City of Daqing, China on January 4, 2012.
CHINA NUTRIFRUIT GROUP LIMITED
By: /s/ Changjun
Yu
Changjun
Yu
Chief Executive Officer
EXHIBIT INDEX
No. | Description |
99.1 | China Nutrifruit Group Limited Press Release, dated January 4, 2012 |
Company Contact: | Investor Relations Contact: |
Mr. Colman Cheng, Chief Financial Officer | Elaine Ketchmere, COO |
China Nutrifruit Group Limited | CCG Investor Relations |
Tel: + 852 9039 8111 | Tel: +1-310-954-1345 (LA office) |
Email: zsj@chinanutrifruit.com | Email: elaine.ketchmere@ccgir.com |
Website: www.chinanutrifruit.com | Website: www.ccgirasia.com |
Mr. Crocker Coulson, President | |
Tel: +1-646-213-1915 (NY office) | |
Email: crocker.coulson@ccgir.com |
China Nutrifruit Announces Resignation of a Director
Daqing, Heilongjiang Province, China January 4, 2012 China Nutrifruit Group Limited (NYSE Amex: CNGL) (China Nutrifruit or the Company), a leading producer of premium specialty fruit based products in China (PRC), today announced that Mr. William P. Haus has resigned from the Companys board of directors (the board), effective December 29, 2011.
Mr. Haus resignation was not due to any disagreement with the Company on any matter relating to the Companys operations, policies or practices. Mr. Haus previously also served as chairman of the compensation committee of the board. The Company is actively searching for a candidate with similar expertise and experience to fill in the vacancy.
About China Nutrifruit Group Limited
Through its subsidiaries Daqing Longheda Food Company Limited and Daqing Senyang Fruit and Vegetable Food Technology Company Limited, China Nutrifruit, is engaged in developing, processing, marketing and distributing a variety of food products processed primarily from premium specialty fruits grown in Northeast China, including golden berry, crab apple, blueberry, seabuckthorn, blackcurrant and raspberry. Its processing facility possesses ISO9001 and HACCP series qualifications. Currently, the Company has established an extensive nationwide sales and distribution network throughout 18 provinces in China. For more information, please visit http://www.chinanutrifruit.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act"). Such statements include, among others, those concerning our expected financial performance in fiscal year 2012, new products, our new facility, technical update and capacity expansion, and its expected impact on the Companys business and financial performance, our expectations regarding the market for our existing products and new products, our expected financial performance and strategic and operational plans, as well as all assumptions, expectations, predictions, intentions or beliefs about future events. You are cautioned that any such forward-looking statements are not guarantees of future performance and that a number of risks and uncertainties could cause actual results of the Company to differ materially from those anticipated, expressed or implied in the forward-looking statements. The words believe, expect, anticipate, project, targets, optimistic, intend, aim, will or similar expressions are intended to identify forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. Risks and uncertainties that could cause actual results to differ materially from those anticipated include risks related to new and existing products; any projections of sales, earnings, revenue, margins or other financial items; any statements of the plans, strategies and objectives of management for future operations; any statements regarding future economic conditions or performance; uncertainties related to conducting business in China; any statements of belief or intention; any of the factors mentioned in the Risk Factors section of our Annual Report on Form 10-K for the year ended March 31, 2011, and other risks and uncertainties mentioned in our other reports filed with the Securities and Exchange Commission. The Company assumes no obligation and does not intend to update any forward-looking statements, except as required by law.
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