SECURITIES AND EXCHANGE
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 30, 2002
MINGHUA GROUP INTERNATIONAL HOLDINGS LIMITED
----------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
New York 0-30183 13-4025362
------------------------ ---------------------- -----------------
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation or ID Number)
organization)
54 Pine Street, 4th Floor, New York, NY 10005
------------------------------------------------------------
(Address of principal executive offices)
(212) 809-8015
--------------
(Registrant's Telephone Number)
Item 5. Other Events
This Current Report on Form 8-K is being filed to report that Ronald C. H. Lui, the Chief Executive Officer, President,
Treasurer and Secretary of Minghua has resigned from all of such offices and that he has also resigned from his position as a
director of Minghua effective April 30, 2002.
Mr. Lui is resigning so that he can devote more of his time to other business ventures that he is involved in, including a
private investment holding company that he recently formed.
The Board of Directors of Minghua has accepted Mr. Lui’s resignation and wishes him well in his future endeavors.
On April 30, 2002, the Board of Directors of Minghua unanimously adopted resolutions appointing Albert Wong as a director of
Minghua and to the offices of Chief Executive Officer, President, Treasurer and Secretary in order to fill the vacancies created by
the resignation of Mr. Lui.
Albert Wong, age 50, is a Canadian national. He is a qualified professional accountant and registered financial planner
with various related professional designations. For the past five years Mr. Wong worked for Charise Financial Consultants Limited, a
corporate financial planning company as its Managing Director and Chief Executive Officer.
Mr. Wong entered into an employment agreement with the Company upon being appointed as Chief Executive Officer. The
agreement expires on April 9, 2003. Mr. Wong will receive monthly compensation under the agreement equal to HK$20,000 (approximately
US$2,564) and will be reimbursed for any expenses that he incurs on behalf of the Company. A copy of the agreement is attached to
this current report as Exhibit 99.1.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
99.1 Employment/Co-Operation Agreement, dated April 10, 2002, between Minghua Group International Holdings Limited and Albert Wong.
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.
Date: April 30, 2002
Minghua Group International Holdings Limited
By: /s/ Li, Chuquan
------------------------
Li Chuquan, Chairman
EXHIBIT 99.1
EMPLOYMENT/CO-OPERATION AGREEMENT
Party A: Minghua Group Internationals Holdings Co., Ltd.
Party B: Mr. Albert Wong
This agreement signed between Party A and Party B with the following agreed terms and conditions with an immediately effect:-
1) Party A appointed Party B as the Chief Executive Officer (C.E.O.) of its company;
2) Party B’s appointment period is April 10, 2002 to April 9, 2003, Party B did not responsible or liable for any legal matters
or legal commitment before he joined Party A’s company. Upon completion and expiration of this agreement, both parties can
be negotiable for renewal of this agreement;
3) During this agreement period, Party B will receive the monthly remuneration of HK$20,000 (payable to Party B wholly owned
company: Charise Financial Consultants Limited) from Party A, further, if Party B incurred any related expenses for Party
A’s company, Party A will fully refund to Party B upon presentation of supporting evidence/voucher;
4) Upon appointed, Party B will assist the fully matching Party A for completion of the following designated work and project:-
-4.1) To set up a whole and complete set standard international accepted financial and accounting system for the use in the
existing and future list company;
-4.2) To set up a complete set ‘internal control system’;
-4.3) To re-constructure, re-arrangement and match the company’s finance, operational, administration and management, so to
reach of the ‘international accepted standard’ and requirement of a list company, also report the duties to the designated ‘Director’
as assigned by Party A;
5) If necessary and subject to both consent, Party A and Party B can amend this agreement;
6) This agreement contained 4 copies, Party A, Party B and witness will keep 1 copy and the remaining 1 copy will keep in Party
A’s company for future reference and file.
Party A signed by: Mr. Li Chuquan
Party B signed by: Mr. Albert Wong
Witness by: Mr. Philip Yung
Date: April 16, 2002, P.R. China
(This agreement was translated from the ‘Original Chinese Language Agreement’, in case of any dispute, the final judgment will follow
the original Chinese agreement.)