Post-effective Amendment to Registration Statement (pos Am)
July 03 2013 - 4:47PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission
on July 3, 2013
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Registration
No. 333-165486
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES
ACT OF 1933
CHINA GENGSHENG MINERALS, INC.
(Exact name of registrant as specified in its charter)
Nevada
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91-0541437
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(State or other jurisdiction of incorporation
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(I.R.S. Employer Identification No.)
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or organization)
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No. 88 Gengsheng Road
Dayugou Town, Gongyi
Henan, Peoples Republic of China 451271
Telephone: (86)
371-6405-9818
(Address, including zip code, and telephone number,
including area code, of registrants principal executive offices)
No. 88 Gengsheng Road
Dayugou Town, Gongyi
Henan, Peoples Republic of China 451271
Telephone: (86)
371-6405-9818
(Name, address, including zip code, and telephone
number, including area code, of agent for service)
Approximate date of commencement of proposed sale to the
public:
Not applicable.
If the only securities being registered on this Form are being
offered pursuant to dividend or interest reinvestment plans, please check the
following box. [ ]
If any of the securities being registered on this Form are to
be offered on a delayed or continuous basis pursuant to Rule 415 under the
Securities Act of 1933, other than securities offered only in connection with
dividend or interest reinvestment plans, please check the following box. [ ]
If this Form is filed to register additional securities for an
offering pursuant to Rule 462(b) under the Securities Act, please check the
following box and list the Securities Act registration statement number of the
earlier effective registration statement for the same offering. [ ]
If this Form is a post-effective amendment filed pursuant to
Rule 462(c) under the Securities Act, check the following box and list the
Securities Act registration statement number of the earlier effective
registration statement for the same offering. [ ]
If this Form is a registration statement pursuant to General
Instruction I.D. or a post-effective amendment thereto that shall become
effective upon filing with the Commission pursuant to Rule 462(e) under the
Securities Act, check the following box. [ ]
If this Form is a post-effective amendment to a registration
statement filed pursuant to General Instruction I.D. filed to register
additional securities or additional classes of securities pursuant to Rule
413(b) under the Securities Act, check the following box. [ ]
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act. (Check one):
Large accelerated filer [ ]
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Accelerated filer [ ]
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Non-accelerated filer [ ]
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Smaller reporting company
[X]
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DEREGISTRATION OF UNSOLD SECURITIES
This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-3 (Registration No. 333-165486) of China GengSheng Minerals, Inc., a Nevada corporation (the “Company”), which was originally filed with the Securities
and Exchange Commission on March 15, 2010, as amended by Amendment No. 1 filed on April 12, 2010 and declared effective on April 28, 2010 (the “Registration Statement”). Pursuant to the Registration Statement, the Company registered for
sale common stock, preferred stock, warrants to purchase common stock and/or preferred stock, and units comprised of common stock, preferred stock, warrants, or any combination thereof up to a total offering price of $20,000,000, which may be
offered by the Company from time to time (collectively, the “Securities”).
This Post-Effective Amendment No. 1 is being filed solely to deregister all of the Securities previously registered under the Registration Statement that remain unsold as of the date hereof.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as
amended, the Registrant certifies that it has reasonable grounds to believe that
it meets all of the requirements for filing on Form S-3 and has duly caused this
Post-Effective Amendment No. 1 to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Gongyi,
Peoples Republic of China, on July 3, 2013.
CHINA GENGSHENG MINERALS, INC.
By:
/s/ Shunqing
Zhang
Shunqing
Zhang
Chief Executive Officer and
President
Pursuant to the requirements of the Securities Act of 1933, as
amended, this Post-Effective Amendment No. 1 to the Registration Statement has
been signed by the following persons in the indicated capacities on July 3,
2013.
Signature
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Title
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/s/
Shunqing Zhang
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Chief Executive Officer and President
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Shunqing Zhang
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(Principal Executive Officer)
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/s/ Shuxian
Li
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Interim Chief Financial Officer
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Shuxian Li
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(Principal Financial and Accounting
Officer)
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/s/
Jingzhong Yu
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Director
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Jingzhong Yu
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/s/
Ningsheng Zhou
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Director
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Ningsheng Zhou
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/s/ Hsin-I
Lin
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Director
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Hsin-I Lin
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/s/ Jeffrey
Friedland
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Director
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Jeffrey Frieland
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