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): April 8, 2009
CHINA
CARBON GRAPHITE GROUP, INC.
(Exact
name of registrant as specified in its charter)
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Nevada
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333-114564
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98-0550699
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(State or Other
Jurisdiction of Incorporation)
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(Commission File
Number)
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(I.R.S. Employer
Identification Number)
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c/o
Xinghe Xingyong Carbon Co., Ltd.
787
Xicheng Wai
Chengguantown
Xinghe
County
Inner
Mongolia, China
Telephone:
(86) 474-7209723
(Address
of principal executive offices)
Copies
to:
Asher S.
Levitsky PC
Sichenzia
Ross Friedman Ference LLP
61
Broadway, 32
nd
Floor
New York,
New York 10006
Phone:
(212) 981-6767
Fax:
(212) 930 - 9725
E-mail:
alevitsky@srff.com
(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
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
1.01
Entry into a Material
Definitive Agreement.
On April
8, 2009, the China Carbon Graphite Group, Inc. (the “Company”) entered into an
amendment agreement with XingGuang Investment Corporation Limited, a British
Virgin Islands corporation (“XingGuang”). The agreement amended the
securities purchase agreement dated December 14, 2007, by and between the
Company and XingGuang to eliminate the Company’s obligation to have a majority
of independent directors or committees comprised of independent
directors.
Also
pursuant to the amendment agreement, the registration rights agreement dated
December 14, 2007, by and between the Company and XingGuang was amended to
postpone from August 13, 2008 to December 31, 2010, the date that a registration
statement is to be declared effective before liquidated damages start to
accrue.
Item
9.01
Financial Statements
and Exhibits.
(d)
Exhibits
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Exhibit
99.1
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Amendment
to Securities Purchase Agreement, dated April 8,
2009.
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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.
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CHINA
CARBON GRAPHITE GROUP, INC.
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(Registrant)
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Date:
April 13, 2009
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By:
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/s/
Donghai Yu
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Donghai
Yu
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Chief
Executive Officer
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