-----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, UnQeXx2uZppaGHce43sKcoe/SI3ueB1yDaTr7JqmkUdPeGfgBu8B0j9ngpmOR58H PhIK1t14xVkOeYjQxE9lEA== 0001204459-08-000966.txt : 20080509 0001204459-08-000966.hdr.sgml : 20080509 20080509160351 ACCESSION NUMBER: 0001204459-08-000966 CONFORMED SUBMISSION TYPE: POS AM PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080509 DATE AS OF CHANGE: 20080509 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHINA GENGSHENG MINERALS, INC. CENTRAL INDEX KEY: 0001338578 STANDARD INDUSTRIAL CLASSIFICATION: ABRASIVE ASBESTOS & MISC NONMETALLIC MINERAL PRODUCTS [3290] IRS NUMBER: 910541437 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS AM SEC ACT: 1933 Act SEC FILE NUMBER: 333-142922 FILM NUMBER: 08818468 BUSINESS ADDRESS: STREET 1: 12890 HILLTOP ROAD CITY: ARGYLE STATE: TX ZIP: 76226 BUSINESS PHONE: 972-233-0300 MAIL ADDRESS: STREET 1: 12890 HILLTOP ROAD CITY: ARGYLE STATE: TX ZIP: 76226 FORMER COMPANY: FORMER CONFORMED NAME: CHINA MINERALS TECHNOLOGIES, INC. DATE OF NAME CHANGE: 20070613 FORMER COMPANY: FORMER CONFORMED NAME: POINT ACQUISITION CORP DATE OF NAME CHANGE: 20061010 FORMER COMPANY: FORMER CONFORMED NAME: Leadpoint Consolidated Mines CO DATE OF NAME CHANGE: 20050913 POS AM 1 cgmiposam.htm POST-EFFECTIVE AMENDMENT NO. 1 China GengSheng Minerals, Inc.: Post-Effective Amendment - Prepared By TNT Filings Inc.

As filed with Commission on May 9, 2008

 

Registration No. 333-142922

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
____________________________

FORM S-1

POST-EFFECTIVE AMENDMENT NO. 1
TO
REGISTRATION STATEMENT
UNDER THE
SECURITIES ACT OF 1933

 

CHINA GENGSHENG MINERALS, INC.
(Exact name of registrant as specified in its charter)

Nevada
(State or other jurisdiction of
incorporation or organization)

3290
(Primary Standard Industrial
Classification Code Number)

91-0541437
(I.R.S. Employer
Identification No.)

c/o No. 88 Gengsheng Road,
Dayugou Town, Gongyi, Henan,
People’s Republic of China 451271
Tel: (86) 371-64059818
(Address and telephone number of principal executive offices)
_______________________           _____

Hongfeng Jin
c/o No. 88 Gengsheng Road,
Dayugou Town, Gongyi, Henan,
People's Republic of China 451271
(86) 371-64059818

 

Louis A. Bevilacqua, Esq.

Thomas M. Shoesmith, Esq.

Joseph R. Tiano, Jr., Esq.

Thelen Reid Brown Raysman & Steiner LLP

701 8th Street, N.W.

Washington, D.C.  20001

(202) 508-4000

 (Names, addresses and telephone numbers of agents for service)
____________________________

Approximate date of commencement of proposed sale to public: Not applicable.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box: £

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. £

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. £

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. £

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b2 of the Exchange Act.

Large accelerated filer £               Accelerated filer £               Non-accelerated filer £               Smaller reporting company Q


DEREGISTRATION OF UNSOLD SECURITIES
____________________________

On September 28, 2007, China GengSheng Minerals, Inc. (the "Company") filed a Registration Statement on Form S-1 (File No. 333-142922) (the "Registration Statement") with the Securities and Exchange Commission (the "Commission"), was declared effective on October 15, 2007. The Registration Statement registered the resale from time to time, of 7,437,565 shares (the "Shares") of the Company’s common stock, par value $0.001 per share. The Shares were registered to permit resales of such Shares by the selling stockholders, as named in the Registration Statement, who acquired the Shares in connection with the Company’s April 2007 private placement.

In accordance with the undertaking of the Company contained in the Registration Statement pursuant to Item 512 of Regulation S-K, the Company is filing this Post-Effective Amendment No. 1 to the Registration Statement to deregister all of the Shares that were previously registered under the Registration Statement, but remain unsold as of the date hereof. The Company is seeking to deregister all Shares that remain unsold under the Registration Statement, as of the date hereof, because its obligation to keep the Registration Statement effective pursuant to the terms of its registration rights agreement with the selling stockholders has terminated. The selling stockholders are now eligible to sell the Shares pursuant to Rule 144 of the Securities Act of 1933, as amended, without regard to volume limitations.

The Registration Statement is hereby amended to reflect the deregistration of such Shares.

 

 


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 (File No. 333-142922) to be signed on its behalf by the undersigned, thereunto duly authorized, in Dayugou Town, Gongyi, Henan Province, the People's Republic of China, on the 9th day of May, 2008.

  CHINA GENGSHENG MINERALS, INC.
   
  By: /s/ Shunqing Zhang                    
         Shunqing Zhang
         President and Chief Executive Officer

In accordance with the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 (File No. 333-142922) has been signed by the following persons in the capacities and on the date stated.

  By: /s/ Shunqing Zhang                    
         Shunqing Zhang
         President, Chief Executive Officer and Director
         (Principal Executive Officer)
   
  By: /s/ Hongfeng Jin                          
         Hongfeng Jin
         Interim Chief Financial Officer
         (Principal Financial and Accounting Officer)

 


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