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 1934
Date of
Report (Date of earliest event reported): February 12,
2010
SINO
CLEAN ENERGY, INC.
(Exact
name of registrant as specified in charter)
Nevada
(State or
other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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Room
1605, Suite B, Zhengxin Building
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No.
5, Gaoxin 1st Road, Gaoxin District
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Xi’an,
Shaanxi Province, People’s Republic of China
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
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(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 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(b) under the Exchange Act (17 CFR
240.14a-12(b))
¨ 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 Arrangement of Certain
Officers.
On February 18, 2010, Sino Clean
Energy, Inc. (the “Company”) announced that Mr. Hon Wan Chan resigned from his
position as the Chief Financial Officer of the Company, effective February 12,
2010. Mr. Chan will remain with the Company and will serve as the Vice President
of Finance. There were no disagreements between Mr. Chan and the Company on any
matter relating to the Company’s operations, policies or practices, that
resulted in his resignation.
Ms. Wen (Wendy) Fu was appointed as the
Chief Financial Officer of the Company to fill the vacancy created by Mr. Chan’s
resignation. Ms. Fu’s appointment was effective February 12,
2010.
Prior to joining the Company as its
Chief Financial Officer, Ms. Fu served as the Chief Financial Officer of China
Shenghuo Pharmaceutical Holdings Inc., a NYSE-AMEX listed company from September
2008 to August 2009. From August 2007 to March 2008, Ms. Fu served as VP-Finance
of Shengdatech, Inc., a China based NASDAQ listed company and chemical
manufacturer in China. From December 2005 to June 2007, Ms. Fu worked for
Deloitte & Touche, LLP (USA), a Big-Four accounting firm, as a Senior
Consultant. Ms. Fu served as Assistant Finance Controller at Wal-Mart China, a
subsidiary of Wal-Mart Inc., a Fortune 500 company, listed on the New York Stock
Exchange from May 1999 to May 2004. From 1997 to 1999, Ms. Fu was the Regional
Finance Manager at Asia Pulp & Paper (APP) Co., Ltd., the second largest
paper company in Asia, listed on New York Stock Exchange. In 1989, Ms. Fu
graduated from Wuhan Jianghan University in International Trade and in 2005 she
obtained her Masters in Professional Accounting from the University of Texas at
Austin. Ms. Fu has also been a CPA since 2007.
The Company and Ms. Fu have executed an
Employment Agreement dated February 12, 2010 (the “Agreement”) setting forth Ms.
Fu’s duties and the terms of her compensation. The term of the Agreement is for
one year commencing effective February 12, 2010. As compensation for Ms. Fu’s
services, she will receive a base salary of $5,000 per month. In addition, the
Company granted Ms. Fu an option to purchase up to 100,000 shares of the
Company’s common stock pursuant to a non-qualified stock option agreement, at an
exercise price equal to the last reported sale price per share in the
over-the-counter market on the grant date, for a period of two years.
A copy of
the Agreement is attached hereto as Exhibit 10.1 with this Current Report on
Form 8-K and is incorporated herein by reference.
Ms. Fu
has no family relationships with any of the executive officers or directors of
the Company. There have been no transactions in the past two years to
which the Company or any of its subsidiaries was or is to be a party, in which
Ms. Fu had, or will have, a direct or indirect material
interest.
A copy of
the press release is attached as Exhibit 99.1 with this Current Report on Form
8-K.
Item
9.01. Financial Statements and Exhibits
(d)
Exhibits
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Exhibit
Number
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Description
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10.1
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Employment
Agreement, dated February 12, 2010, by and between the Company and Ms. Wen
(Wendy) Fu.
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99.1
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Press
Release dated February 18,
2010.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly
caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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Sino
Clean Energy, Inc.
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By:
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/s/ Baowen Ren
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Name:
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Baowen
Ren
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Title:
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Chief
Executive Officer
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Dated:
February 19, 2010