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 1934
Date of
Report (Date of earliest event reported): June 10,
2010
SINO
CLEAN ENERGY INC.
(Exact
name of registrant as specified in charter)
Nevada
(State or
other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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Room
1605, Suite B, Zhengxin Building
No.
5, Gaoxin 1st Road, Gaoxin District
Xi’an,
Shaanxi Province, People’s Republic of China
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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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(Former
name or former address, if changed since last
report)
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Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of 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(b) under the Exchange Act (17 CFR
240.14a-12(b))
[ ] 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
1.01 Entry into a Material
Definitive Agreement.
On June 11, 2010, the Registrant’s
subsidiary, Shaanxi Suo'ang New Energy Enterprise Co., Ltd. (“Suo’ang New
Energy”), entered into an Exclusivity Supplemental Agreement with
Qingdao Haizhong Enterprises Co., Ltd. (“Qingdao Haizhong”), a coal-water
slurry fuel boiler (“CWSF Boiler”) manufacturer in China (“Qingdao Exclusivity
Agreement”). The Qingdao Exclusivity Agreement supplemented the CWSF
Boiler Sales Agency Agreement, dated as of February 11, 2008 (“Original Agency
Agreement”), pursuant to which Suo’ang New Energy agreed to act as the
distributor for Haizhong brand CWSF Boiler in Shaanxi Province. The
Qingdao Exclusivity Agreement provides that Suo’ang New Energy would be the
exclusive sales agent and distributor of the Haizhong brand CWSF Boilers in
Xi’an and Tongchuan, in Shaanxi Province. During the term of the
agreement, Qingdao Haizhong may not transfer its agency right for the “Haizhong”
brand CWSF Boiler or enter into any sales agency agreements with any other third
party. In addition, Suo’ang New Energy cannot represent or promote other similar
CWSF Boiler products.
On June 11, 2010, the Registrant’s
subsidiary, Shenyang Suo’ang Energy Co., Ltd. (“Shenyang Energy”), entered into
an Exclusivity Supplemental Agreement with Shenyang Haizhong Heat
Resource Co., Ltd. (“Haizhong Heat Resource”), a third-party municipal heat
supplier (“Haizhong Exclusivity Agreement”). The Haizhong Exclusivity
Agreement supplemented the CWSF Product Purchase Contract dated as of October
28, 2009 (“Original Product Agreement”), pursuant to which Shenyang Energy
agreed to supply CWSF products to Haizhong Heat Resource for residential and
commercial heating in Shenyang. The Haizhong Exclusivity Agreement
provides that Shenyang Energy would be the exclusive supplier of CWSF products
to Haizhong Heat Resource during the three year term of the Original Product
Agreement.
Copies of
Qingdao Exclusivity Agreement and Haizhong Exclusivity Agreement are attached
hereto as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K. Exhibits
10.1 and 10.2 are English translations of Qingdao Exclusivity Agreement and
Haizhong Exclusivity Agreement which are in the Chinese language.
Item
5.02 Departure of
Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On June 10, 2010, the Registrant
entered into an Employment Agreement (“Employment Agreement”) with Mr. Baowen
Ren, who has been serving as the Company’s Chief Executive Officer and the
Chairman of the board of directors since October 2006.
Pursuant to the terms of the Employment
Agreement, Mr. Ren is entitled to an annualized compensation of RMB120,000 and
is entitled to reimbursement of reasonable business expenses incurred in
connection with his employment. The term of the Employment Agreement is for one
year and the Company may terminate the Employment Agreement for cause or if Mr.
Ren becomes disabled or dies. The Employment Agreement may also be terminated by
the Company or Mr. Ren upon 30-day written notice.
The
Employment Agreement contains certain restrictive covenants that are applicable
during Mr. Ren’s employment and thereafter preventing competition with the
Company and disclosure of the Company’s confidential information. During Mr.
Ren’s employment and for five (5) years immediately following the termination of
his Employment Agreement, Mr. Ren shall not disclose or reveal to any person,
firm or corporation other than in connection with the business of the Company
and its subsidiaries any confidential information used or useable by the Company
or any of its subsidiaries. In addition, during Mr. Ren’s employment and for a
period of two (2) years immediately following the termination of his Employment
Agreement with the Company, Mr. Ren shall not compete, or participate as a
shareholder, director, officer, partner (limited or general), trustee, holder of
a beneficial interest, executive, agent of or representative in any business
competing directly with the Company without the prior written consent of the
Company, which may be withheld in the Company’s sole discretion. A copy of the
Employment Agreement is attached hereto as Exhibit 10.3 to this Current Report
on Form 8-K.
Item
9.01 Financial Statements
and Exhibits.
(d) Exhibits
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Exhibit
No.
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Description
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10.1
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Exclusivity
Supplemental Agreement by and between Qingdao Haizhong Enterprises Co.
Ltd. and Shaanxi Suo'ang New Energy Enterprise Co., Ltd., dated as of June
11, 2010*
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10.2
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Exclusivity
Supplemental Agreement by and between Shenyang Suo’ang Energy Co., Ltd.
and Shenyang Haizhong Heat Resource Co., Ltd., dated as of June 11,
2010*
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10.3
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Employment
Agreement by and between the Company and Mr. Baowen Ren, dated as of June
10, 2010.
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* English
Translation.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly
caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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Sino
Clean Energy Inc.
By:
/s/ Baowen
Ren
Name:
Baowen Ren
Title:
Chief Executive Officer
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Dated:
June 16, 2010
Exhibit
Index
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Exhibit
No.
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Description
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10.1
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Exclusivity
Supplemental Agreement by and between Qingdao Haizhong Enterprises Co.
Ltd. and Shaanxi Suo'ang New Energy Enterprise Co., Ltd., dated as of June
11, 2010*
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10.2
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Exclusivity
Supplemental Agreement by and between Shenyang Suo’ang Energy Co., Ltd.
and Shenyang Haizhong Heat Resource Co., Ltd., dated as of June 11,
2010*
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10.3
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Employment
Agreement by and between the Company and Mr. Baowen Ren, dated as of June
10, 2010.
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* English
Translation.