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EX-10.1 - CHINA BAK BATTERY INCv224383_ex10-1.htm
 

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 AND EXCHANGE ACT OF 1934
 
Date of Report (Date of Earliest Event Reported): May 26, 2011
 
CHINA BAK BATTERY, INC.
 
(Exact name of registrant as specified in its charter)

Nevada
 
001-32898
 
86-0442833
(State or other jurisdiction
 of incorporation)
 
(Commission File No.)
 
(IRS Employer
 Identification No.)

BAK Industrial Park, No. 1 BAK Street
Kuichong Town, Longgang District
Shenzhen, 518119
People’s Republic of China
(Address, including zip code, of principal executive offices)
 
(86-755) 8977-0093
(Registrant’s telephone number, including area code)
 
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 (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.
 
Effective as of May 26, 2011, the Board of Directors of China BAK Battery, Inc. (the “Company”) unanimously approved the appointment of Ke Marcus Cui as the Company’s Chief Financial Officer.  As previously reported, Mr. Cui had been appointed Interim Chief Financial Officer of the Company effective as of December 10, 2010.  In connection with Mr. Cui’s appointment, the Company entered into a new Employment Agreement (the “Employment Agreement”) with Mr. Cui. Under the terms of the Employment Agreement, Mr. Cui’s term of employment as Chief Financial Officer began on May 26, 2011 (the “Effective Date”) and shall end on May 26, 2013, though the term may automatically extend for additional one-year terms, unless terminated in accordance with the Employment Agreement. Mr. Cui’s cash compensation under the Employment Agreement is RMB 192,000 annually (approximately $29,580), plus discretionary bonuses based on performance. Under the Employment Agreement, Mr. Cui is also eligible to participate in any standard employee benefit plan, and may elect to have the Company pay the reasonable cost of membership for Mr. Cui, his spouse, and dependent children not greater than 21 years of age, for a private patient medical plan with a reputable medical expense insurance scheme as the Company shall decide from time to time. The Employment Agreement also contains customary non-competition, confidentiality, non-disclosure, and intellectual property assignment provisions.
 
 
The Employment Agreement is subject to termination by the Company for cause at any time. If it is terminated for cause, Mr. Cui will not be entitled to any remuneration except for salary through the date of termination.
 
 
The Employment Agreement is also subject to termination by the Company without cause upon one month’s notice. If it is terminated without cause by the Company, Mr. Cui will be entitled to any earned but unpaid salary through the end of the one-month notice period and any earned but unpaid bonus for any calendar year preceding the year in which the termination occurs. In addition, Mr. Cui will be entitled to receive continued payments of his salary after termination under certain circumstances as follows: one month following termination effective prior to the first anniversary of the Effective Date; two months following termination effective prior to the second anniversary of the Effective Date; and three months following termination effective prior to or after the third anniversary of the Effective Date. However, Mr. Cui will only be entitled to such continued payments if he executes and delivers to the Company a general release of all claims that he may then have against the Company that is in a form and of substance that is reasonably acceptable to the Company.
 
 
The Employment Agreement is also subject to termination by Mr. Cui upon one month’s notice if (1) there is a material reduction in his authority, duties and responsibilities, or (2) there is a material reduction in his annual salary before the next annual salary review. In addition, Mr. Cui may resign prior to the expiration of the Employment Agreement upon approval by the Company’s board of directors or an alternative arrangement with respect to Mr. Cui is approved by the board of directors. If so terminated, Mr. Cui will not be entitled to any remuneration except for salary through the date of termination. The Employment Agreement further provides that Mr. Cui is not entitled to severance benefits upon termination under any of the foregoing circumstances.
 
 
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This brief description of the terms of the Employment Agreement is qualified by reference to the provisions of this agreement.  The Employment Agreement is included as Exhibit 10.1 to this Report, and is hereby incorporated by reference herein.

Item 9.01    Financial Statements and Exhibits 
 
(d)  Exhibits
 
 
Exhibit
Description
 
10.1
Employment Agreement, dated as of May 26, 2011, between the Company and Ke Marcus Cui

 
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SIGNATURE
 
          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.
 
 
CHINA BAK BATTERY, INC.
     
     
          Date: May 27, 2011
By:
/s/ Ke Marcus Cui
   
Ke Marcus Cui
   
Chief Financial Officer

 
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EXHIBITS
 
 
Exhibit
Description
 
10.1
Employment Agreement, dated as of May 26, 2011, between the Company and Ke Marcus Cui

 
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