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 18, 2013

 

 

 

PINGTAN MARINE ENTERPRISE LTD.

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands   001-35192   n/a
(State or other jurisdiction
of incorporation) 		  (Commission
File Number) 		  (IRS Employer
ID Number)

 

18/F, Zhongshan Building A
No. 154 Hudong Road
Fuzhou, PRC

  350001
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: +86-591-8727-1266

 

Not Applicable

(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:

 

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

 

(b) The Board of Directors (the “Board”) of Pingtan Marine Enterprise Ltd. (the “Company”) (NASDAQ: PME) accepted the resignation of Mr. Alfred Ho, Chief Financial Officer of the Company, effective April 18, 2013. Mr. Ho’s resignation was not due to any disagreement with the Company.

 

(c) Mr. Roy Yu has been appointed to replace Mr. Ho as Chief Financial Officer of the Company, effective immediately. Prior to joining the Company, Mr. Yu served as the Chief Financial Officer of Lihua International, Inc. (NASDAQ: LIWA) from October 2008 until November 2012. He also served as a member of the board of directors of Lihua International Inc. from June 24, 2008 until his resignation on December 8, 2008. Between June 2006 and April 2008, Mr. Yu was the Executive Vice President at Fushi Copperweld, Inc. (NASDAQ: FSIN), where his responsibilities included corporate governance and finance. From May 2005 until June 2006, Mr. Yu was the Chief Financial Officer of Songzai International Holding Group, Inc. (OTCBB: SGZH). From October 2004 until May 2005, Mr. Yu was the Vice President at Yinhai Technology and Development Co. Mr. Yu attended London Southbank University from 2001 to 2004, where he holds a degree in accounting and finance. Mr. Yu is 31 years old.

 

The Company and Mr. Yu have executed an employment agreement (the “Employment Agreement”) effective as of April 18, 2013, setting forth certain terms of his employment and compensation. Mr. Yu’s annual salary will be $240, 000.

 

Mr. Yu has no family relationships with any of the executive officers or directors of the Company. There have been no transactions in the past two years to which the Company or any of its subsidiaries was or is to be a party, in which Mr. Yu had, or will have, a direct or indirect material interest.

 

The foregoing summary of the terms and conditions of the Employment Agreement is qualified in its entirety by reference to the agreement, a copy of which is filed as Exhibit 10.1 hereto and which is incorporated by reference into this Item 5.02.

 

ITEM 9.01 Financial Statements and Exhibits

 

(d) Exhibits 

 

EXHIBIT INDEX 

 

Exhibit Number Description
10.1 Employment Agreement by and between Pingtan Marine Enterprise Ltd. and Roy Yu, dated April 18, 2013.

 

 
 

 

SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereto duly authorized.

 

Dated:   April 19, 2013

 

  Pingtan Marine Enterprise Ltd.
   
  By: /s/ Xinrong Zhuo
    Xinrong Zhuo
    Chief Executive Officer

 

 

 

 

PINGTAN MARINE ENTERPRISE LIMITED

Re: Employment Contract

 

Dear Mr. Yu,

 

We are pleased to offer you an appointment with our Company on the following terms:

 

Position

 

Chief Financial Officer (“CFO”)

 

Duties

 

You agree that during the course of your employment as CFO, you will abide by the Company’s constitution, this Agreement, the resolution(s) passed by the shareholder’s meeting of the Company and the resolution(s) passed by the Board of Directors of the Company to perform the duties of CFO and shall in accordance with the constitution fulfill your obligations to the shareholders.

 

You shall perform all of your duties as CFO of the Company in accordance with the Company law and any other applicable regulations.

 

You shall have the obligation to act in good faith and diligence and not to engage in any activities that may harm the Company’s interests.

 

Commencement Date

 

2013/4/18

 

Probation Period

 

1 month from the Commencement Date

 

Emoluments and Reimbursement

 

Your monthly salary will be USD $20,000 payable in arrears on the last working day of each and every calendar month.

 

During the course of your employment, the Company shall reimburse you for any reasonable and necessary fees (travel expenses, accommodation expenses, hospitality expenses and other actual expenses) incurred by you during the fulfillment of your duties under this Agreement upon the production of relevant receipts and /or valid documentation of expenditure.

 

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Termination

 

During the probation period, the contract of employment may be terminated by either party without prior notice. Thereafter two month’s advance written notice or payment in lieu of notice is required.

 

Confidentiality

 

You shall keep strictly confidential any matter or information concerning the business of the company both during the course of your employment and at any time thereafter.

 

Prohibition of Other Employment

 

You shall devote your whole time and attention to your employment. You shall not during the terms of your employment engage in any other employment or business without the prior written consent of the Company.

 

Prohibition of Competition

 

You shall undertake to the Company that during the course of employment with the Company, you shall not in any way engage in any business which is in competition with the business of the Company.

 

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Governing Laws and Jurisdiction

 

This Agreement is governed by the laws of New York and the parties submit to the non-exclusive jurisdiction of the courts of New York.

 

Prohibition and Enforceability

 

Any provision of, or the application of any provision of, this Agreement which is prohibited in any jurisdiction is, in that jurisdiction, ineffective only to the extent of that prohibition. Any provision of, or the application of any provision of, this Agreement which is void, illegal or unenforceable in any jurisdiction does not affect the validity, legality or enforceability of that provision in any other jurisdiction or of the remaining provisions in that or any other jurisdiction.

 

Counterparts

 

This agreement may be executed in any number of counterparts. All counterparts, taken together, constitute one instrument. A party may execute this Agreement by signing any counterpart.

 

Interpretation

 

In this Agreement, unless the context otherwise requires:

 

1. headings and underlining are for convenience only and do not affect the interpretation of this Agreement;

 

2. words importing the singular include the plural and vice versa; words importing a gender include any gender;

 

3. where a word or phrase is defined in this Agreement, other parts of speech and grammatical forms of that word or phrase have a corresponding meaning;

 

4. a reference to a document includes an amendment or supplement to, or replacement or novation of, that document; and

 

5. references to sums of money are to amounts in US dollars.

 

Please signify your acceptance of our offer by countersigning and returning to us the duplicate of this Agreement.

 

We welcome you to join our Company and trust that your service with us will be of great value to our Company.

 

Yours faithfully,

 

Pingtan Marine Enterprise Limited

 

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I agree to accept the appointment on the terms above stated and shall abide by the Company’s instructions.

 

Appointee:

/s/ Roy Yu

  Date:

April 18, 2013

 

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