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EX-10.1 - EXHIBIT 10.1 - KINGOLD JEWELRY, INC.v340532_ex10-1.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 of 1934

 

Date of Report (Date of earliest event reported): April 3, 2013

 

 

 

KINGOLD JEWELRY, INC.

 (Exact name of registrant as specified in its charter)

 

Delaware   001-15819   13-3883101
(State or other jurisdiction of
incorporation)
  (Commission File Number)   (IRS Employer Identification No.)

 

15 Huangpu Science and Technology Park

Jiang’an District

Wuhan, Hubei Province, PRC

  430023
(Address of principal executive offices)   (Zip Code)
     
Registrant's telephone number, including area code: (011) 86 27 65694977
           

 

 

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):

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨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 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On April 3, 2013, after approval of the Compensation Committee of its Board of Directors, Kingold Jewelry, Inc. (the “Company”) entered into an employment agreement with Bin Liu, its Chief Financial Officer. The new employment agreement is on substantially the same terms as Mr. Liu’s prior employment agreement with the Company, which was dated April 1, 2010, amended January 7, 2011, and terminated in accordance with its terms on April 1, 2013.

 

The new employment agreement is for a 3-year term, is retroactively effective to April 2, 2013 and terminates on April 2, 2016, unless terminated early by either party as provided in the agreement. Pursuant to the agreement, Mr. Liu will receive annual compensation equal to $135,000, and is entitled to participate in any and all benefit plans, from time to time, in effect for employees, along with vacation, sick and holiday pay in accordance with policies established and in effect from time to time. In addition, the Company granted Mr. Liu 360,000 shares of its common stock pursuant to its 2011 Stock Incentive Plan. Mr. Liu also agreed to both a non-solicit and non-compete clause while employed with the Company and for a one (1) year period following the end of his employment with the Company.

 

The foregoing summary of Mr. Liu’s employment agreement is qualified in its entirety by the full text of Mr. Liu’s employment agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.

 

Item 9.01Financial Statements and Exhibits.

 

(d)Exhibits

 

Exhibit No.   Description
     
10.1   Executive Employment Agreement between Kingold Jewelry, Inc. and Bin Liu, dated April 3, 2013.

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  KINGOLD JEWELRY, INC.
       
  By: /s/ Zhihong Jia
    Name:  Zhihong Jia
    Title: Chairman of the Board
      and Chief Executive Officer

 

 

Date: April 5, 2013