U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-A
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Sinovac Biotech Ltd.
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(Exact name of Registrant as specified in its charter)
Antigua and Barbuda n/a
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(State or jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
No. 39 Shangdi Xi Rd.
Haidian District, Beijing
China 100085
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(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
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Common Stock
par value $0.001 American Stock Exchange
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If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [X]
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [_]
Securities Act registration statement file number to which the form relates: n/a
Securities to be registered pursuant o Section 12(g) of the Act: None
n/a
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(Title of class)
INFORMATION REQUIRED IN REGISTRATION STATEMENT
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
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The description of the securities to be registered hereby is all of the
authorized Common Stock of Sinovac Biotech Ltd. (the "Company"). The total
amount of shares authorized by the Company's Articles of Incorporation is
150,000,000. Of these, 100,000,000 are Common Stock and 50,000,000 are Preferred
Stock. There has been no issuance of any Preferred Stock. Dividend, voting,
conversion rights, liquidation rights and other rights of the Preferred Stock,
if any, will be established by the Board of Directors upon issuance.
Holders of the Common Stock are entitled to cast one vote for each share
held at all shareholder meetings for all purposes, except that in the election
of Directors, each shareholder of Common Stock shall have as many votes for each
share held by him as there are directors to be elected and for whose election
the shareholder has a right to vote. There are no preemptive rights associated
with the securities and no cumulative voting is authorized by the Articles of
Incorporation or the By-Laws.
The Company has never declared or paid cash dividends on the Common Stock
of the Company. Management intends to retain all available funds and any future
earnings for use in the operation and expansion of the business and does not
anticipate paying any cash dividends in the foreseeable future.
ITEM 2. EXHIBITS
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Exhibit
Number
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3.1(1) Articles of Incorporation
3.2(2) By-Laws
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(1) Previously filed as Exhibit 3.1 to the Form F-1 filed on July 17, 2002, and
incorporated by reference.
(2) Previously filed as Exhibit 3.3 to the Form F-1 filed on July 17, 2002, and
incorporated by reference.
SIGNATURE
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Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereto duly authorized.
SINOVAC BIOTECH LTD.
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Date: December 6, 2004 By: /s/ Weidong Yin
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Weidong Yin
President, CEO and Director