UNITED
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): March 17, 2010
China
New Energy Group Company
(Exact
name of Registrant as specified in its charter)
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Delaware
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001-32691
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65-0972647
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(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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20/F, Center Plaza, No.188 Jie Fang
Road
He
Ping District, Tianjin, 300042
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: (011)-86-22-5829 9778
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:
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o
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Written
communications pursuant to Rule 425 under the Securities
Act(17CFR230.425)
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o
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Soliciting
material pursuant to Rule14a-12 under the Exchange
Act(17CFR240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17CFR240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17CFR240.13e-4(c))
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Item
1.01 Entry Into a Material
Definitive Agreement.
On March
17, 2010, Tianjin Xinhai Public Utilities Development Co., Ltd., a PRC company
and our wholly-owned subsidiary (“Seller”), entered
into an Equity Transfer Agreement (the “Agreement”), with
Hunan Zhongyouzhiyuan Gas Co., Ltd. (the “Purchaser”).
Pursuant
to the Agreement, Seller agreed to sell to the Purchaser all of the equity
interest of Yingkou China Energy Gas Development Co., Ltd (“Yingkou China
Energy”) for a cash purchase price of RMB 21,900,000
(approximately $3.2 million US Dollars).
The
purchase price is payable in two installments. The first installment of RMB
10,950,000 of the purchase price is payable within 30 days of the execution of
the Agreement. The second installment of RMB 10,950,000 of the
purchase price is payable within 30 days of the completion of the registration
of transfer.
In
addition, if the Purchaser fails to make any payments of the purchase price when
due it is required to Seller an overdue penalty of 1.5% per day of the amount
payable.
The
registration of the transfer of the equity is required to be complete within 60
days of the date of the Agreement.
The
Agreement also contains representations and warranties by each party customary
for transactions of this nature the breach of which gives the non breaching
party the right to sue for damages. In the event that the Agreement
is wrongfully terminated by either party the terminating party shall pay the
non-terminating party a penalty equal to 2% of the purchase price.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this current report to be signed on its behalf by the undersigned
hereunto duly authorized.
Date:
March 17, 2010
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CHINA
NEW ENERGY GROUP
COMPANY
(Registrant)
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By:
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/s/ Yangkan
Chong
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Yangkan
Chong
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Chief
Executive Officer
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