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): October 26, 2009
LONGWEI PETROLEUM INVESTMENT
HOLDING LIMITED
(Exact name of registrant as specified in its charter)
| | | |
| Colorado | 000-31751 | 84-1536518 |
| (State or other jurisdiction | (Commission File Number) | (IRS Employer |
| of incorporation) | | Identification No.) |
No.30 Guanghua Street, Xiaojingyu Xiang, Wanbailin District
Taiyuan City, Shanxi Province, China P.C. 030024
(Address of principal executive offices and Zip Code)
Registrant's telephone number, including area code (617) 209-4199
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):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] 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 DEFINATIVE AGREEMENT.
On October 26, 2009, Longwei Petroleum Investment Holding Limited (the “Company”) entered into a consulting agreement (the “Agreement”) with James Crane, the Company’s Chief Financial Officer pursuant to which Mr. Crane would provide certain consulting services, including serving in his current role as Chief Financial Officer for a period of twelve months, commencing on the date of the Agreement, in consideration for which the Company would pay Mr. Crane (a) 68,000 Yuan per month and (b) 75,000 shares of the Company’s common stock, which shall vest on a monthly pro rata basis over the twelve month period beginning on the date of the Agreement. Additionally, pursuant to the terms of the Agreement, the Company shall issue to Mr. Crane, 25,000 shares of the Company’s common stock upon execution of the Agreement. Pursuant to the terms of the Agreement, the shares of the Company’s common stock issued to Mr. Crane shall have registration rights and thus be entitled to be registered on any registration statement field subsequent to the date of the Agreement.
ITEM 3.02
UNREGISTERED SALE OF SECURITIES
See Item 1.01
ITEM 9.01
(d) The following exhibits are filed with this report:
| Exhibit Number | | Description |
| 10.1 | | Consulting Agreement |
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.
| | LONGWEI PETROLEUM INVESTMENT HOLDING LIMITED |
| Dated: November 10, 2009 | /s/ James Crane |
| | Name: James Crane |
| | Title: Chief Financial Officer |
