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 28, 2011 (April 25, 2011)
 

 
SINO GAS INTERNATIONAL HOLDINGS, INC.
(Exact name of registrant as specified in Charter)
 
Utah
 
000-51364
 
90-0438712
(State or other jurisdiction of
incorporation or organization)
 
(Commission File No.)
 
(IRS Employee
Identification No.)
 
No.18 Zhong Guan Cun Dong St.
Haidian District
Beijing 100083, People’s Republic of China
(Address of Principal Executive Offices)
 
86-10-82600527 
(Issuer Telephone number)

 
 
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):
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
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.
 
On April 25, 2011, Mr. Zhongsheng Liu resigned as a director of the Board of Directors (the “Board”) of Sino Gas International Holdings, Inc. (the “Company”) effective immediately.  In effect, Mr. Liu also resigned from the audit and compensation committees of the Board. Mr. Liu resigned for personal reasons and there were no disagreements between him and the Company on any matter that resulted in his resignation.
 
On April 25, 2011, Mr. Chongjun Duan was appointed a director of the Company. He will serve as a member of the audit committee and compensation committee.  As a member of the Board, Mr. Duan will receive approximately $10,000 in annual compensation.
 
Since July 2002, Mr. Duan has been Chief Financial Officer and Vice President of Zhongyou New Energy Co. Ltd. Mr. Duan received his bachelor’s degree in economics from Central University of Finance and Economics in 1994. In 2010, he received a master’s degree in executive business administration (EMBA) from Tsinghua University.
 
 
 

 
 
SIGNATURES
 
 Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
   
Sino Gas International Holdings, Inc.
 
       
Date: April 28, 2011
 
/s/ Yuchuan Liu  
   
Name: Yuchuan Liu
 
   
Title: Chief Executive Officer