Current Report Filing (8-k)
June 18 2015 - 3:43PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported): June 16, 2015
KIRIN INTERNATIONAL HOLDING, INC.
(Exact Name of Registrant as Specified
in Charter)
Nevada |
|
333-166343 |
|
27-1636887 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
12th Floor, Building F, Phoenix Plaza
No. A5ShuguangXili
Chaoyang District, Beijing
People’s Republic of China |
|
100028 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s
telephone number, including area code: +86 10 84554001
|
N/A |
|
(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:
☐ 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 DFR 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 June 16, 2015, the Board of Directors of the Company elected
Ran Liu and Yau On Johann Tse as directors of the Company effective immediately. Mr. Liu and Mr. Tse were each elected to serve
on the Board of Directors as an “independent director” as defined by Rule 4200(a)(15) of the Marketplace Rules of The
Nasdaq Stock Market, Inc.
The biographical information regarding each of the new directors
is listed below:
Mr. Ran Liu, age 44,
has served as a partner in Zhongrui Yuehua Certified Public Accountants LLP since October 2012 and currently serves as an independent
non-executive director in Beijing Mainstreets Investment Group Corporation.
Prior to joining Zhongrui Yuehua
Certified Public Accountants LLP, he was a partner in Reanda Certified Public Accountants LLP from January 2008 to September 2012.
He worked as the general manager of New Fellowship Certified Public Accountants LLP Beijing Branch from January 2007 to December
2007. He served as chief financial officer of Zhongxinjin Group Co., Ltd. from March 2003 to December 2006; senior manager in Zhongrui
Yuehua Certified Public Accountants LLP from January 1999 to March 2003, and chief of the finance division of North China Petroleum
from July 1994 to December 1998.
Mr. Liu received his bachelor's
degree in accounting from Inner Mongolia University of Finance and Economics in June 1994. Mr. Liu has also received the title
of Chartered Certified Accountants of Securities in April 2000 from the Chinese Institute of Certified Public Accountants and Certified
Public Valuer in January 2007 from China Appraisal Society.
As a board member, he will be responsible
for independently advising on issues related to financing, accounting and auditing.
Mr. Yau On Johann Tse,
age 48, founded and served as the chief executive officer of Aquarian Capital Investment Co., Ltd. since March 2006.
Mr. Tse has held various positions
since 1990, including the independent non-executive director of China New Media Corporation from September 2010 to September 2012,
the director of international merger and acquisition department of Yum! Brands Inc. from January 2004 to March 2006, strategic
planning manager of Rohm & Haas Co. from March 2000 to December 2003, and general manager of John Swire & Sons (H.K.) Ltd.
from July 1990 to December 1998.
Mr. Tse received his MBA from European
Institute of Business Administration in December 2009 and his bachelor’s degree from Department of Electronic Engineering
of Chinese University of Hong Kong in 1990.
As a board member, he will advise
on issues related to business strategies, investments, corporate governance and transactions.
Family Relationships
There are no family relationships
between any of the Company’s directors or officers.
Related Party Transactions
There are no related party transactions
reportable under Item 5.02 of Form 8-K and Item 404(a) of Regulation S-K.
Employment Agreements
The Company has not entered into
any employment agreement with Mr. Liu or Mr. Tse.
Item 9.01 Financial Statements and
Exhibits
(d) Exhibits.
99.1 |
Press Release dated June 16, 2015 |
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 thereunto duly authorized.
|
KIRIN INTERNATIONAL HOLDING, INC. |
|
|
|
Date: June 18, 2015 |
By: |
/s/ Jianfeng Guo |
|
|
Jianfeng Guo |
|
|
Chief Executive Officer |
3
Exhibit 99.1
Kirin International Appoints Two Independent, Non-Executive Directors |
|
NEW YORK, June 16, 2015 (GLOBE NEWSWIRE) -- Kirin
International Holdings Inc., (OTCBB:KIRI) (the “Company”) a non-state-owned real estate development company focused
on residential and commercial real estate development in "tier-three" cities in the People's Republic of China, today
announced the appointment of two non-executive, independent directors to join the Company's Board of Directors.
Mr. Liu Ran, (44) has served as a partner in Zhongrui
Yuehua Certified Public Accountants LLP since October 2012 and currently serves as an independent non-executive director in Beijing
Mainstreets Investment Group Corporation.
Prior to joining Zhongrui Yuehua Certified Public
Accountants LLP, he was a partner in Reanda Certified Public Accountants LLP from January 2008 to September 2012. He worked as
the general manager of New Fellowship Certified Public Accountants LLP Beijing Branch from January 2007 to December 2007. He served
as chief financial officer of Zhongxinjin Group Co., Ltd. from March 2003 to December 2006; senior manager in Zhongrui Yuehua Certified
Public Accountants LLP from January 1999 to March 2003, and chief of the finance division of North China Petroleum from July 1994
to December 1998.
Mr. Liu received his bachelor's degree in accounting
from Inner Mongolia University of Finance and Economics in June 1994. Mr. Liu has also received the title of Chartered Certified
Accountants of Securities in April 2000 from the Chinese Institute of Certified Public Accountants and Certified Public Valuer
in January 2007 from China Appraisal Society.
As a board member, he will be responsible for independently
advising on issues related to financing, accounting and auditing.
Mr. Yau On Johann Tse, (48), founded and served as
the chief executive officer of Aquarian Capital Investment Co., Ltd. since March 2006.
Mr. Tse has held various positions since 1990, including
the independent non-executive director of China New Media Corporation from September 2010 to September 2012, the director of international
merger and acquisition department of Yum! Brands Inc. from January 2004 to March 2006, strategic planning manager of Rohm &
Haas Co. from March 2000 to December 2003, and general manager of John Swire & Sons (H.K.) Ltd. from July 1990 to December
1998.
Mr. Tse received his MBA from European Institute of
Business Administration in December 2009 and his bachelor's degree from Department of Electronic Engineering of Chinese University
of Hong Kong in 1990.
As a board member, he will advise on issues related
to business strategies, investments, corporate governance and transactions.
Jianfeng Guo, Chief Executive Officer, Director
and President of Kirin International Holdings Inc., said, "Kirin International is at a significant growth stage. We are pleased
that Mr. Liu and Mr. Tse have decided to serve on our Board of Directors. The Company is looking to expand internationally and
we are looking to uplist on one of the major US stock exchanges. In addition, we are seeking to build out our corporate governance
by adding directors such as Mr. Tse and Mr. Liu, who are visionary thinkers who will help us grow and properly manage our expansion." |
ABOUT
KIRIN INTERNATIONAL HOLDING, INC.
Kirin is a Nevada corporation that operates through
its wholly-owned subsidiary, Kirin China, a non-state-owned real estate development company focused on residential and commercial
real estate development in "tier-three" cities in the People's Republic of China ("PRC"). Tier-three cities
are provincial capital cities with ordinary economic development and prefecture cities with relatively strong economic development.
Kirin China's projects are currently concentrated in Hebei Province of the PRC, primarily in the city of Xingtai, and nearby regions.
Hebei Province is located in the North Region of the PRC. Kirin China intends to also focus on the Bohai Sea Surrounding Area,
which comprises Beijing, Tianjin, Hebei Province, Liaoning Province and Shandong Province.
FORWARD-LOOKING STATEMENTS
This release contains "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements, which
contain words such as "expect," "intend, "believe," or "plan," by their nature address matters
that are, to different degrees, uncertain. These uncertainties may cause actual future events to be materially different than
those expressed in our forward-looking statements. We do not undertake to update our forward-looking statements. |
CONTACT: |
| Kirin International Holdings
Larry Liu
Vice President
larry.liu@kiringpusa.com
PCG Advisory
Investors:
Kirin Smith, Chief Operating Officer
Ksmith@pcgadvisory.com
D: + 1 646-863-6519
Media:
Sean Leous, Chief Communications Officer
sleous@pcgadvisory.com
D: + 1 646-863-8998 |
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