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): December 21, 2010
Jingwei
International Ltd.
(Exact
name of registrant as specified in charter)
Nevada
(State or
other jurisdiction of incorporation)
|
333-122557
|
20-1970137
|
|
(Commission File
Number)
|
(IRS Employer Identification
No.)
|
Room
701, Building 14, Ke Ji C. Rd 2nd,
Shenzhen Software Park, Nanshan District,
Shenzhen,
PRC
518057
(Address
of principal executive offices and zip code)
+86
75583437888
(Registrant’s
telephone number including area code)
(Former
Address)
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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR
240.14a-12(b))
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 Arrangement of Certain
Officers.
On
December 21, 2010, Jingwei International Ltd. (the “Company”) received
notification from Mr. Zhisheng Wang that effective immediately, he resigned from
his positions as Executive General Manager, VP of Sales & Marketing and
Director of the Company. In conjunction with Mr. Wang’s resignation,
the Board of Directors of the Company (the “Board”) will decrease its size from
six members to five members. Following the decrease in the number of directors
who constitute the entire Board, the Board believes that it will be in
compliance with Rule 5605(b)(1) of the Marketplace Rules of The NASDAQ Stock
Market which requires that a majority of the directors serving on the Board must
be independent directors. There were no disagreements between Mr.
Wang and the Company on any matter relating to the Company’s operations,
policies or practices, which resulted in his resignation.
2
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.
| JINGWEI INTERNATIONAL LTD. | |||
|
|
By:
|
/s/ Rick Luk | |
| Name: | Rick Luk | ||
| Title: | Chief Executive Officer | ||
Dated:
December 22, 2010
3