Attached files
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EX-10.1 - EMPLOYMENT AGREEMENT WITH HUI TIAN TANG, DATED MAY 18, 2010 - China BCT Pharmacy Group, Inc. | f8k051810ex10i_chinabct.htm |
EX-10.2 - EMPLOYMENT AGREEMENT WITH XIAOYAN ZHANG, DATED MAY 18, 2010 - China BCT Pharmacy Group, Inc. | f8k051810ex10ii_chinabct.htm |
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 1934
Date of
Report (date of earliest event reported): May 18, 2010
CHINA
BCT PHARMACY GROUP, INC.
(Exact
name of registrant as specified in charter)
Delaware
|
033-145620
|
20-8067060
|
(State
of Incorporation)
|
(Commission
File No.)
|
(IRS
Employer
Identification
No.)
|
No. 102
Chengzhan Road
Liuzhou
City, Guanxi Province
545007
PRChina
(Address
Of Principal Executive Offices) (Zip Code)
(011)
86-(772) 363 8318
(Registrant’s
Telephone Number, Including Area Code)
CHINA
BAICAOTANG MEDICINE LIMTED, INC.
(Former
Name or Former Address, is 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):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o 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 May
18, 2010 the Board of Directors of China BCT Pharmacy Group, Inc. approved
employment agreements with Hui Tian Tang, the Company’s CEO and Xiaoyan Zhang,
the Company's CFO.
Employment
Agreement with Hui Tian Tang
Mr.
Tang’s employment agreement (the “CEO Employment Agreement”) was entered
into by the Company and its PRC subsidiary, Guanxi Liuzhou Baicaotang Medicine
Limited. The CEO Employment Agreement provides for Mr. Tang to act as
the Company’s CEO for a term of two years from January 1, 2010 to January 1,
2012. Mr. Tang’s salary is RMB79,600 (US$11,583) per
month.
In
addition, the CEO Employment Agreement provides that as soon as reasonably
practicable following the adoption of an incentive plan which provides for the
grant of compensatory stock options (hereinafter, the “Incentive Plan”) by the
Company, a stock option shall be granted to Mr. Tang under the Incentive Plan
(hereinafter, the “Stock Option”). The Stock Option (i) shall entitle
Mr. Tang to purchase 590,000 shares of common stock of the Company, (ii)
shall provide for a per share exercise price equal to the fair market value of a
share of the Company’s common stock (as determined pursuant to the terms of the
Incentive Plan) on the date on which the Stock Option is granted, and (iii)
shall be exercisable solely if the Company’s after-tax net income for 2010
equals at least U.S. $26,000,000 (excluding any non-cash expenses), determined
on the basis of the Company's audited financial statements for its 2010
year, as confirmed by the Company’s independent auditor in its report on said
financial statements.
Employment
Agreement with Xiaoyan Zhang
Ms.
Zhang’s employment agreement (the “CFO Employment Agreement”) was entered into
by the Company and its Hong Kong subsidiary, Forever Well Asia Pacific Limited.
The CFO Employment Agreement provides for Ms. Zhang to act as the Company’s CFO
for a term of two years from January 1, 2010 to January 1, 2012. Ms.
Zhang’s salary is HKD70,000 (US$8,974 per month).
In
addition, the CFO Employment Agreement provides that as soon as reasonably
practicable following the adoption of an Incentive Plan by the Company, a Stock
Option shall be granted to Ms. Zhang. The Stock Option (i) shall
entitle Ms. Zhang to purchase 490,000 shares of common stock of the
Company, (ii) shall provide for a per share exercise price equal to the fair
market value of a share of the Company’s common stock (as determined pursuant to
the terms of the Incentive Plan) on the date on which the Stock Option is
granted, and (iii) shall be exercisable solely if the Company’s after-tax net
income for 2010 equals at least U.S. $26,000,000 (excluding any non-cash
expenses), determined on the basis of the Company's audited financial
statements for its 2010 year, as confirmed by the Company’s independent auditor
in its report on said financial statements.
A copy of
CEO and CFO Employment Agreements are filed as Exhibits 10.1 and 10.2 to this
Form 8-K.
Item
9.01 Financial Statements
and Exhibits.
(d)
Exhibits.
Exhibit
No.
|
Description
|
10.1
|
Employment Agreement
with Hui Tian Tang
|
10.2
|
Employment Agreement
with Xiaoyan Zhang
|
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.
CHINA BCT
PHARMACY GROUP, INC
By: /s/ Hui Tian Tang
Name: Hui Tian Tang
Title: Chief
Executive Officer
Dated:
May 20, 2010
Exhibit
Index
Exhibit
No.
|
Description
|
10.1
|
Employment
Agreement with Hui Tian Tang, dated May 18, 2010
|
10.2
|
Employment
Agreement with Xiaoyan Zhang, dated May 18,
2010
|