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
29, 2010
CHINA
ARCHITECTURAL ENGINEERING, INC.
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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001-33709
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51-05021250
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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Research
Building, No.801 Wuzhong Road,
Changzhou
Science and Education Industrial Park
Wujin
District,
Changzhou,
Jiangsu, People’s Republic of China
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213164
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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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+86-519-86339908
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N/A
(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:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
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Item
3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
As
previously disclosed on July 7, 2010, China Architectural Engineering, Inc. (the
“Company”)
received a notice dated July 1, 2010 from the Listing Qualifications Department
(the “Staff”) of The NASDAQ Stock Market LLC (“NASDAQ”) stating that the minimum
bid price of the Company’s common stock had been below $1.00 per share for 30
consecutive business days and that the Company was therefore not in compliance
with the minimum bid price requirement for continued listing on The NASDAQ
Global Select Market set forth in Listing Rule 5450(a)(1) (the “Rule”). The
notice indicated that, in accordance with Listing Rule 5810(c)(3)(A), the
Company had been granted 180 calendar days, or until December 28, 2010, to
evidence compliance with the minimum bid price requirement for 10 consecutive
trading days.
The
Company effected a reverse stock split on December 21, 2010 and the Company’s
bid price has closed above $1 for five consecutive business days as of December
28, 2010, less than the required 10 consecutive business days during the
compliance period. As a result, on December 29, 2010, the Company
received a delisting determination letter from the Staff, due to the Company's
failure to regain compliance with the Rule, indicating that the listed security
was now subject to delisting from The Nasdaq Global Select Market.
The
Company intends to appeal the Staff's determination within seven calendar days
of receipt of the letter, or by January 5, 2011, as the Company’s common stock
has continued to trade at above $1 since the reverse stock split as of the date
of this Current Report on Form 8-K. Failure to request appeal and
request a hearing by 4:00 p.m. (Eastern Time) on January 5, 2011 would result in
the Company's securities being delisted from the Nasdaq Global Select Market and
the trading of the Company's common stock being suspended at the opening of
business on January 7, 2010, and a Form 25-NSE will be filed with the Securities
and Exchange Commission, which will remove the Company's securities from listing
and registration on The Nasdaq Stock Market. The Company’s appeal of
the delisting determination will stay the suspension of the Company's securities
and the filing of the Form 25-NSE until a hearing process concludes and the
Hearing Panel has issued a written decision.
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
Architectural Engineering, Inc.
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Date:
January 4, 2011
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By:
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/s/ Andy
Lu
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Name:
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Andy
Lu
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Title:
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Acting
Chief Financial Officer
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