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Re: Timo33 post# 202

Thursday, 04/28/2011 6:08:06 PM

Thursday, April 28, 2011 6:08:06 PM

Post# of 309
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7886821

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 28, 2011, the board of directors (the “Board”) of China Integrated Energy, Inc. (the “Company”) appointed Mr. Steven Markscheid as a director and a member and Chairman of the Audit Committee. The Board determined that Mr. Markscheid is an “independent director” as that term is defined in accordance with Rule 5605(a)(2) of the Marketplace Rules of The NASDAQ Stock Market, LLC and Section 10A(m)(3) of the Securities Exchange Act of 1934, as amended.

Mr. Markscheid, aged 57, has been an independent director of CNinsure, Inc. since August 2007, of JinkoSolar Holding Co., Ltd since September 2009, and of China Energy Corporation since June, 2010. He also has been chief executive officer of Synergenz BioScience Inc. since 2007, and member of Emerald Hill Capital Partners' investment committee since 2006. Mr. Markscheid was previously representative of US China Business Council from 1978 to 1983, vice president of Chase Manhattan Bank from 1984 to 1988, vice president of First Chicago Bank from 1988 to 1993, case leader of Boston Consulting Group from 1994 to 1997, director of business development of GE Capital (Asia Pacific) from 1998 to 2001, director of business development of GE Capital from 2001 to 2002, senior vice president of GE Healthcare Financial Services from 2003 to 2006, chief executive officer of HuaMei Capital Company, Inc. from 2006 to 2007. He received his bachelor’s degree in East Asian studies from Princeton University in 1976, his master’s degree in international affairs and economics from Johns Hopkins University in 1980 and an MBA degree from Columbia University in 1991.

On April 28, 2011, the Company and Mr. Markscheid executed an Independent Director Agreement (the “Agreement”) in connection with Mr. Markscheid’s appointment, pursuant to which Mr. Markscheid will be entitled to receive an annual compensation of $100,000. In addition, the Company granted Mr. Markscheid an option to purchase up to One Hundred Thousand (100,000) shares of common stock of the Company with an exercise price equal to the fair market value of a share of the Company’s common stock on the date of the grant of the option and vesting annually, in equal installments for a three year period.

The foregoing description of the material terms of the Independent Director Agreement is qualified in its entirety by a form of such agreement included with this 8-K as Exhibit 10.1.


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