SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12 (b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
TANTECH HOLDINGS, LTD.
(Exact Name of Registrant a\s Specified in its Charter)
| British Virgin Islands | Not Applicable | |
| (State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification Number) |
|
c/o Zhejiang Tantech Bamboo Technology Co., Ltd
No. 10 Cen Shan Road, Shuige Industrial Zone Lishui City, Zhejiang Province 323000 People’s Republic of China +86-578-226-2305 |
| (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices) |
| Securities to be registered pursuant to Section 12(b) of the Act: |
| Title of each class to be so registered | Name of each exchange on which each class is to be registered |
| Common Shares, par value $0.001 per share | The NASDAQ Stock Market LLC |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. x
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. o
Securities Act registration statement file number to which this form relates: 333-148611 (if applicable)
Securities to be registered pursuant to Section 12(g) of the Act: None
Item 1. Description of Registrant’s Securities to be Registered.
A description of the Common Shares to be registered hereunder is contained in the section entitled “Description of Share Capital” of the Prospectus included in the Registrant’s Registration Statement on Form F-1, No. 333-198788 (the “Registration Statement”), as filed with the Securities and Exchange Commission (the “Commission”) on September 16, 2014 and as amended on Form F-1/A on September 30, November 3 and December 15, 2014 and January 21, February 6 and February 11, 2015. The section containing these descriptions is incorporated herein by reference.
Item 2. Exhibits.
The following exhibits are filed as a part of this registration statement:
| Exhibit Number | Description of Exhibit |
| 3.1 | Articles of Association of the Registrant (1) |
| 3.2 | Memorandum of Association of the Registrant (2) |
| 4.1 | Specimen Common Share Certificate of the Registrant (3) |
_____________________
| (1) | Incorporated by reference to Exhibit 3.1 to the Registrant’s Registration Statement dated December 15, 2014 on Form F-1/A (333-198788) |
| (2) | Incorporated by reference to Exhibit 3.2.1 to the Registrant’s Registration Statement dated September 16, 2014 on Form F-1 (333-198788) |
| (3) | Incorporated by reference to Exhibit 4.1 to the Registrant’s Registration Statement dated December 15, 2014 on Form F-1/A (333-198788) |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
| TANTECH HOLDINGS, LTD. | |
|
By: /s/ Zhengyu Wang Zhengyu Wang Chief Executive Officer |
Dated: March 17, 2015
EXHIBIT INDEX
| Exhibit Number | Description of Exhibit |
| 3.1 | Articles of Association of the Registrant (1) |
| 3.2 | Memorandum of Association of the Registrant (2) |
| 4.1 | Specimen Common Share Certificate of the Registrant (3) |
____________________
| (1) | Incorporated by reference to Exhibit 3.1 to the Registrant’s Registration Statement dated December 15, 2014 on Form F-1/A (333-198788) |
| (2) | Incorporated by reference to Exhibit 3.2.1 to the Registrant’s Registration Statement dated September 16, 2014 on Form F-1 (333-198788) |
| (3) | Incorporated by reference to Exhibit 4.1 to the Registrant’s Registration Statement dated December 15, 2014 on Form F-1/A (333-198788) |