UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16
OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2017
Commission file number: 001-38170
NEWATER TECHNOLOGY, INC.
(Registrant's name)
c/o Yantai Jinzheng Eco-Technology Co., Ltd.
8 Lande Road, Laishan District, Yantai City
Shandong Province
People’s Republic of China 264000
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Explanatory Note:
On November 24, 2017, in connection with the execution of the new employment agreements described below with Newater Technology, Inc.’s (the “Company”) executive officers, Yuebiao Li and Zhuo Zhang, (the “ Executive Officers ”) the Company and the Executive Officers mutually terminated their respective prior employment agreements that were entered into in June 2017.
Employment Agreement of Yuebiao Li
On November 24, 2017 the Company, through its subsidiary Yantai Jinzheng Eco-Technology Co., Ltd (“Yantai”) entered into an employment agreement with Yuebiao Li providing for Mr. Li to serve as the Company’s Chief Executive Officer. Under the terms of Mr. Li’s employment agreement, Mr. Li is, among other matters, to take overall responsibility for the operational management and financial management of the Company in compliance with all applicable laws and devote a minimum of forty hours per week to the Company’s business and affairs and in return will be entitled to the following:
Annual compensation of RMB 660,000 (approximately $102,000); and
Reimbursement of reasonable business expenses.
Mr. Li will be eligible to receive an annual bonus based upon annual profit of the company, in the sole discretion of the board of directors. Mr. Li’s employment agreement is for a term of thirty-six months, unless the parties enter into a new agreement before the expiration of the term or either party terminates the agreement in writing at least sixty days before the expiration of its term.
Additionally, Mr. Li’s employment agreement provides for confidentiality and nondisclosure provisions, whereby Mr. Li is required to keep trade secrets confidential during the course of his employment and for a period of thirty-six months following the termination of his employment. His employment contract also contains a non-compete clause for a duration of twenty-four months following his employment.
Employment Agreement of Zhuo Zhang
On November 24, 2017 t he Company, through its subsidiary Yantai entered into an employment agreement with Zhuo Zhang providing for Ms. Zhang to serve as the Company’s Chief Financial Officer. Under the terms of Ms. Zhang’s employment agreement, Ms. Zhang is, among other matters, is to oversee all financial and operational controls and metrics of the company in accordance with industry rules and devote a minimum of forty hours per week to the Company’s business and affairs and in return will be entitled to the following:
Annual compensation of RMB 660,000 (approximately $102,000); and
Reimbursement of reasonable business expenses.
Ms. Zhang will be eligible to receive an annual bonus based upon annual profit of the company, in the sole discretion of the board of directors. Ms. Zhang’s employment agreement is for a term of thirty-six months, unless the parties enter into a new agreement before the expiration of the term or either party terminates the agreement in writing at least sixty days before the expiration of its term.
Additionally, Ms. Zhang’s employment agreement provides for confidentiality and nondisclosure provisions, whereby Ms. Zhang is required to keep trade secrets confidential during the course of her employment and for a period of thirty-six months following the termination of her employment. Her employment contract also contains a non-compete clause for a duration of twenty-four months following her employment.
The foregoing description of the employment agreements are qualified in their entirety by reference to the Yuebiao Li, and Zhuo Zhang’s Employment Agreements, copies of which are attached hereto as Exhibits 10.1 and 10.2 respectively and incorporated herein by reference.
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EXHIBIT INDEX
| Number | Description of Exhibit | |
| 10.1 | Yuebiao Li Employment Agreement. | |
| 10.2 | Zhuo Zhang Employment Agreement. |
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SIGNATURES
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 thereunto duly authorized.
| NEWATER TECHNOLOGY, INC. | ||
| By: | /s/ Yuebiao Li | |
| Yuebiao Li | ||
| Chairman and Chief Executive Officer | ||
Dated: December 1, 2017
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Exhibit 10.1
Employment Contract – Yuebiao Li
BETWEEN: Yantai Jinzheng Eco-Technology Co., Ltd. , a company legally incorporated under the laws of People’s Republic of China, having a mailing address at Ruida Road, Laishan Economic Development Zone, Yantai City, Shandong Province, acting and represented herein by Mr. Yuebiao Li , Legal Representative , declaring duly authorized, (hereinafter called the “COMPANY”)
AND: Yuebiao Li , residing at Taiwan Village, Yantai City (hereinafter called the “EMPLOYEE “)
(COMPANY and EMPLOYEE hereinafter collectively called “Parties”)
WHEREAS:
COMPANY requires the services of EMPLOYEE as Chief Executive Officer (CEO);
EMPLOYEE agreed to provide COMPANY his full-time services as CEO;
the Parties wish to confirm their agreement in writing;
the Parties have the capacity and quality of exercise all the rights necessary for the conclusion and implementation of the agreement found in this Contract;
THEREFORE THE FOREGOING, THE PARTIES AGREE AS FOLLOWS:
1. Employment
EMPLOYEE agrees to assume full-time for COMPANY (minimum of forty (40) hours per week) the role of CEO during the entire duration of the Contract;
2. Term
This Contract is for a term of 36 months, namely from 1st November 2017 to 31th October 2020, and it is terminated upon expiration of the term unless the Parties enter into a new employment contract prior to its expiration.
3. Responsibilities
EMPLOYEE agrees and undertakes to COMPANY to the following: The services must be made full time in a professional manner, according to the rules generally accepted by industry.
3.1 Shall be subject to regulatory oversight of the Board, in representation of the COMPANY and take overall responsibility for the operational management and financial management of the COMPANY, to ensure the safety of operation, effective management and the preservation and appreciation of assets.
3.2 Shall be strictly compliance with laws, regulations and financial and accounting system, drafting plans on the establishment of the COMPANY’s internal management departments and basic management system of the COMPANY.
3.3 Unless agreed by the Board, shall not make change to the legal representative, company name, business scope of the company.
3.4 Unless agreed by the Board, shall not dispose the property of the COMPANY, including but not limited to transfer, selling off, mortgaging, pledge, leasing or giving out.
3.5 If the COMPANY needs to ask for a loan, consent of the Board shall be made.
3.6 Shall not provide external guarantee in the name of the COMPANY.
3.7 Shall regularly submit factual financial reports to the Board.
3.8 Deciding on the hiring or dismissing of the persons-in-charge other than those who shall be decided by the Board.
3.9 Performing other responsibility granted by the articles of association or the Board.
4. CONSIDERATION
4.1 Service Awards
In consideration of the provision of services, COMPANY to pay EMPLOYEE, as compensation;
The gross amount of RMB 660,000 annually calculated at the rate of twelve (12) equal monthly installments consecutively of RMB 55,000 each.
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4.2 Expenditure incurred
COMPANY will reimburse EMPLOYEE all reasonable expenses incurred in connection with this Contract, upon presentation of appropriate documentation. The date of reimburse EMPLOYEE shall be the 20 th of each month.
4.3 Bonus
Executive will be eligible to receive an annual bonus based on annual profit of COMPANY, according to the resolution of board of directors. The board of directors shall have the sole discretion to determine whether Executive is entitled to any such bonus and to determine the amount of any such bonus.
5. Commitment to confidentiality and nondisclosure
EMPLOYEE recognizes that certain disclosures to be provided by COMPANY have or may have considerable strategic importance, and therefore represent trade secrets for purposes of this Contract. During the term of this Contract and for a period of 36 months following the end of it, EMPLOYEE is committed to COMPANY to:
5.1 keep confidential and not disclose the information;
5.2 take and implement all appropriate measures to protect the confidentiality of the information;
5.3 not disclose, transmit, exploit or otherwise use for its own account or for others, elements of information;
6. Exclusivity of service provider
During the term of this Contract and for a period of 24 months following the end of it, EMPLOYEE is committed to COMPANY not render services to or for direct or indirect competitors of COMPANY.
7. Termination of Contract
Either party may terminate this Contract at any time, upon presentation of a sixty (60) days notice given to the other party.
8. GENERAL PROVISIONS
Unless specific provision to the contrary in this Contract, the following provisions apply.
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8.1 Force Majeure
Neither party can be considered in default under this Contract if the performance of its obligations in whole or in part is delayed or prevented by following a force majeure situation. Force majeure is an external event, unforeseeable, irresistible and it absolutely impossible to fulfill an obligation.
8.2 Severability
The possible illegality or invalidity of an article, a paragraph or provision (or part of an article, a paragraph or provision) does not in any way affect the legality of other items, paragraphs or provisions of this Contract, nor the rest of this article, this paragraph or provision unless a contrary intention is evident in the text.
8.3 Notices
Any notice to a party is deemed to have been validly given if in writing and sent by registered or certified mail, by bailiff or by courier to such party at the address listed at the beginning of this Contract or any other address that the party may indicate a similar notice to another party. A copy of any notice sent by mail must be sent by one mode of delivery mentioned above.
8.4 No Waiver
The inertia, neglect or delay by any party to exercise any right or remedy under this Contract shall in no way be construed as a waiver of such right or remedy.
8.5 Contract Amendment
This Contract may be amended only by a writing signed by both Parties.
9. Applicable Laws and Election of domicile
This Contract is subject to the laws of the People’s Republic of China.
The Parties agree to elect domicile in the judicial district of Yantai City, Shandong Province, China , and chose it as the appropriate district to hear any claim arising from the interpretation, application, and performance, the entry into force, validity and effect of this Contract.
10. Currencies
All sums of money under this Contract refer to Chinese currency.
11. Effectiveness and Copies
This Contract will come into force upon signature and seal by both Parities. This Contract is made in duplicate and both are of equally binding force. The COMPANY and the EMPLOYEE each holds one copy.
IN THE CITY OF YANTAI, SHANDONG PROVINCE.
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Yantai Jinzheng Eco- Technology Co., Ltd.
| Yantai Jinzheng Eco-Technology Co., Ltd. | |
| (Seal) |
Yuebiao Li
|
/s/ Yuebiao Li |
|
| (Signature) |
Date: November 24, 2017
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Exhibit 10.2
Employment Contract – Zhuo Zhang
BETWEEN: Yantai Jinzheng Eco-Technology Co., Ltd. , a company legally incorporated under the laws of People’s Republic of China, having a mailing address at Ruida Road, Laishan Economic Development Zone, Yantai City, Shandong Province, acting and represented herein by Mr. Yuebiao Li , Legal Representative , declaring duly authorized, (hereinafter called the "COMPANY")
AND: Zhuo Zhang , residing at No 24-5 of Dongfeng Li, Zhifu District, Yantai City. (hereinafter called the “EMPLOYEE ")
(COMPANY and EMPLOYEE hereinafter collectively called "Parties")
WHEREAS:
COMPANY requires the services of EMPLOYEE as Chief Financial Officer (CFO);
EMPLOYEE agreed to provide COMPANY his full-time services as CFO;
the Parties wish to confirm their agreement in writing;
the Parties have the capacity and quality of exercise all the rights necessary for the conclusion and implementation of the agreement found in this Contract;
THEREFORE THE FOREGOING, THE PARTIES AGREE AS FOLLOWS:
1. Employment
EMPLOYEE agrees to assume full-time for COMPANY (minimum of forty (40) hours per week) the role of CFO during the entire duration of the Contract;
2. Term
This Contract is for a term of 36 months, namely from 1st November 2017 to 31th October 2020, and it is terminated upon expiration of the term unless the Parties enter into a new employment contract prior to its expiration.
3. Responsibilities
EMPLOYEE agrees and undertakes to COMPANY to the following: The services must be made full time in a professional manner, according to the rules generally accepted by industry.
3.1 Set-up and/or oversee all financial and operational controls and metrics within the organization.
3.2 Maintain executive responsibility for financial operations, including working capital, capital expenditures, debt levels, taxes, budget, and general accounting.
3.3 Develop and direct financial plans to the strategic business plan, company growth, and market opportunities and direction.
3.4 Establish and maintain stable cash flow management policies and procedures, and ensure cash resources are available for daily operations and business and product development.
3.5 Analyze current and future business operations and plans to determine financial effectiveness.
3.6 Establish the performance goals, allocate resources, and assess policies for employees, through other managers.
4. CONSIDERATION
4.1 Service Awards
In consideration of the provision of services, COMPANY to pay EMPLOYEE, as compensation;
The gross amount of RMB 660,000 annually calculated at the rate of twelve (12) equal monthly installments consecutively of RMB55,000 each.
4.2 Expenditure incurred
COMPANY will reimburse EMPLOYEE all reasonable expenses incurred in connection with this Contract, upon presentation of appropriate documentation. The date of reimburse EMPLOYEE shall be the 20 th of each month.
4.3 Bonus
Executive will be eligible to receive an annual bonus based on annual profit of COMPANY, according to the resolution of board of directors. The board of directors shall have the sole discretion to determine whether Executive is entitled to any such bonus and to determine the amount of any such bonus.
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5. Commitment to confidentiality and nondisclosure
EMPLOYEE recognizes that certain disclosures to be provided by COMPANY have or may have considerable strategic importance, and therefore represent trade secrets for purposes of this Contract. During the term of this Contract and for a period of 36 months following the end of it, EMPLOYEE is committed to COMPANY to:
5.1 keep confidential and not disclose the information;
5.2 take and implement all appropriate measures to protect the confidentiality of the information;
5.3 not disclose, transmit, exploit or otherwise use for its own account or for others, elements of information;
6. Exclusivity of service provider
During the term of this Contract and for a period of 24 months following the end of it, EMPLOYEE is committed to COMPANY not render services to or for direct or indirect competitors of COMPANY.
7. Termination of Contract
Either party may terminate this Contract at any time, upon presentation of a sixty (60) days notice given to the other party.
8. GENERAL PROVISIONS
Unless specific provision to the contrary in this Contract, the following provisions apply.
8.1 Force Majeure
Neither party can be considered in default under this Contract if the performance of its obligations in whole or in part is delayed or prevented by following a force majeure situation. Force majeure is an external event, unforeseeable, irresistible and it absolutely impossible to fulfill an obligation.
8.2 Severability
The possible illegality or invalidity of an article, a paragraph or provision (or part of an article, a paragraph or provision) does not in any way affect the legality of other items, paragraphs or provisions of this Contract, nor the rest of this article, this paragraph or provision unless a contrary intention is evident in the text.
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8.3 Notices
Any notice to a party is deemed to have been validly given if in writing and sent by registered or certified mail, by bailiff or by courier to such party at the address listed at the beginning of this Contract or any other address that the party may indicate a similar notice to another party. A copy of any notice sent by mail must be sent by one mode of delivery mentioned above.
8.4 No Waiver
The inertia, neglect or delay by any party to exercise any right or remedy under this Contract shall in no way be construed as a waiver of such right or remedy.
8.5 Contract Amendment
This Contract may be amended only by a writing signed by all Parties.
9. Applicable Laws and Election of domicile
This Contract is subject to the laws of the People’s Republic of China.
The Parties agree to elect domicile in the judicial district of Yantai City, Shandong Province, China , and chose it as the appropriate district to hear any claim arising from the interpretation, application, and performance, the entry into force, validity and effect of this Contract.
10. Currencies
All sums of money under this Contract refer to Chinese currency.
11. Effectiveness and Copies
This Contract will come into force upon signature and seal by both Parities. This Contract is made in duplicate and both are of equally binding force. The COMPANY and the EMPLOYEE each holds one copy.
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IN THE CITY OF YANTAI, SHANDONG PROVINCE.
Yantai Jinzheng Eco-Technology Co., Ltd.
Yantai Jinzheng Eco-Technology Co., Ltd.
(Seal)
| Zhuo Zhang | |
|
/s/ Zhuo Zhang |
|
| (Signature) | |
| Date: November 24, 2017 |
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