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):
December 5, 2008
China 9D Construction Group, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Nevada 000-51224 56-2504276
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State of Commission IRS Employer
Incorporation File Number I.D. Number
4F Jia De Plaza, No. 118 Qing Chun Road, Hangzhou City
Zhejiang Province, P.R. China 310000.
Address of principal executive offices
Registrant's telephone number: 86 571 8722 0222
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 Definitive Agreement.
On December 5, 2008, the China 9D Construction Group, Inc. (the
"Company") entered into an agreement with the former shareholders of China
Decoration Group Limited ("CDG"), its wholly-owned subsidiary, to unwind the
Company's acquisition of CDG. Under the terms of the agreement, the former
shareholders of CDG will receive all of the outstanding shares of CDG in
exchange for a total of 46,130,132 shares of the Company's common stock issued
in connection with the Company's acquisition of CDG pursuant to an Agreement and
Plan of Merger dated as of August 10, 2007.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
10.1 Agreement dated as of December 5, 2008 between the Company and the former
shareholders of CDG.
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.
Dated: December 9, 2008
CHINA 9D CONSTRUCTION GROUP, INC.
By: /s/ Zheng Ying
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Zheng Ying
Chief Executive Officer
Exhibit Index
10.1 Agreement dated as of December 5, 2008 between the Company and the former
shareholders of CDG.