UNITED
STATES
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) September 16, 2010
(September
10, 2010)
NEW
ORIENTAL ENERGY & CHEMICAL CORP.
(Exact
name of registrant as specified in its charter)
Delaware
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001-33470
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20-1917956
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(State
or Other
Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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Xicheng
Industrial Zone of Luoshan, Xinyang
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Henan
Province, The People’s Republic of China
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464200
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code (86) 27 853 75701
(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 of the registrant under any of the following
provisions (
see
General
Instruction A.2. below):
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
3.01. Notice of Delisting or Failure to Satisfy a
Continued Listing Rule or Standard; Transfer of Listing.
On September 10, 2010, New Oriental
Energy & Chemical Corp. (the “Company”) received a notification letter
stating NASDAQ has denied the Company’s request for continued listing on The
NASDAQ Capital Market.
.
As previously disclosed on July 9,
2010 the Company received notification from that the Company’s stockholders’
equity of $1,225,480, as reported in the Company’s Annual Report on Form 10-K
for the fiscal year ended March 31, 2010, did not comply with the minimum
stockholders’ equity requirement of $2,500,000 for continued listing on The
NASDAQ Capital Market pursuant to NASDAQ Listing Rule 5550(b)(1). On
August 27, 2010, as provided in the NASDAQ Listing Rules, the Company submitted
to NASDAQ a plan and timeline to achieve and sustain compliance.
The
determination letter states that the Company's appeal of the delisting
determination must be made to a NASDAQ Listing Qualification Panel (the “Panel”)
by submitting a hearing request on or before 4:00 p.m. Eastern Time on September
17, 2010 and that a hearing request will stay the suspension of the Company's
securities and the filing of the Form 25-NSE pending the Panel's decision. The
Company intends to timely submit a hearing request and to present its plan of
compliance in support of the Company's position at the hearing. The Company is
currently considering actions that may allow it to regain compliance with the
NASDAQ continued listing standards and maintain its NASDAQ listing. However,
there can be no assurances that the Panel will grant a request for a hearing or
that the Company will be able to successfully argue in support of its
position.
SIGNATURE
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:
September 16, 2010
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NEW ORIENTAL ENERGY
&CHEMICAL CORP.
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By:
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/s/
Donglai Li
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Name:
Donglai
Li
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Title:
Chief
Financial Officer
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