UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): December 13, 2011 (December 12, 2011)

Tongli Pharmaceuticals (USA), Inc.
(Exact name of registrant as specified in its charter)

Delaware
 
000-52954
 
84-1090791
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)

14 Wall street, 20th Floor
New York, NY 10005
 
10005
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code:  (212-842-8837)                                                                                                                     

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 to the registrant under any of the following provisions:

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 December 12, 2011, Mr. Hui Shao, a member of the Board of Directors (“Board”) of Tongli Pharmaceuticals (USA), Inc. (the “Company”), notified the Company by of his decision to resign as a director of the Company, effective as of December 12, 2011.   Mr. Shao’s resignation was due to personal reasons.  Mr. Shao did not resign from the Company’s Board of Directors as a result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
 
 
 

 
 
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

December 13, 2011
TONGLI PHARMACEUTICALS (USA), INC.
 
       
 
By:
/s/ Mingli Yao  
    Name:  Mingli Yao  
    Title:    Chairman and Chief Executive Officer