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): August
3,
2007
Puda
Coal, Inc.
(Exact
name of registrant as specified in its charter)
333-85306
(Commission
File Number)
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Florida
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65-1129912
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(State
or other jurisdiction of
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(I.R.S.
Employer Identification No.)
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incorporation)
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426
Xuefu Street, Taiyuan, Shanxi Province,
The
People’s Republic of China
(Address
of principal executive offices, with zip code)
011
86 351 228 1302
(Registrant's
telephone number, including area code)
Not
Applicable
(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):
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
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Item
1.01 Entry into a Material Definitive Agreement.
On
August
3, 2007, Puda Coal, Inc. (the “Company”)
entered into a director’s contract with Lawrence S. Wizel, effective on the same
date. Pursuant to the contract, in consideration of his service to the Company
as an independent director, Mr. Wizel will receive an annual fee of $40,000
in
cash and 12,500 shares of common stock of the Company. In addition, the Company
will reimburse Mr. Wizel for business related travel, meals and other
miscellaneous expenses incurred in the performance of his duties for the
Company. Pursuant to the contract, the Company should indemnify, defend and
hold
harmless the director, to the full extent allowed by the law of the State of
Florida, and as provided by any charter provision. There has been no material
relationship between the Company or its affiliates and Mr. Wizel other than
Mr.
Wizel’s appointment as an independent director as described in Item 5.02 below
and this director’s contract. The director’s contract is filed as Exhibit
10.1
to this
report.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
On
August
3, 2007, the Board of Directors of the Company appointed Lawrence S. Wizel,
age
64, to the Board of Directors as an independent director to fill the vacancy
on
the Board. Mr. Wizel’s term as a director commences on August 3, 2007 and will
continue until the next annual meeting of shareholders and until Mr. Wizel’s
successor has been elected and qualified, or until his earlier resignation
or
removal from office. Mr. Wizel is expected to be a member and Chairman of the
audit committee that the Company plans to establish. Mr. Wizel began his career
in 1965 at Deloitte and was a partner in the firm from 1980 until May 2006
when
he retired. At Deloitte, Mr. Wizel was a leader in the New York Office
Technology Group and was responsible for serving a diverse client base of
publicly held and private companies with a variety of capabilities including
SEC
filings for initial public offerings, mergers and acquisition transactions
and
periodic reporting. During the last four years at Deloitte, Mr. Wizel served
as
a Deputy Professional Practice Director in the Deloitte New York office.
Additionally, Mr. Wizel has extensive experience regarding multinational and
multi-locational companies, specifically in regards to China. Mr. Wizel holds
a
BS from Michigan State University and is a Certified Public Accountant. The
entity Mr. Wizel was employed by is not a parent, subsidiary or otherwise an
affiliate of the Company. Other than the director’s contact with the Company as
described in Item 1.01 of this report, Mr. Wizel has no arrangement or
understanding with any person pursuant to which Mr. Wizel was selected as a
director, nor is Mr. Wizel a party to any material plan, contract or arrangement
with the Company or its affiliates or otherwise has any material or family
relationship with the Company or its affricates or officers.
Item
9 Financial Statements and Exhibits
The
exhibits listed in the following Exhibit Index are filed as part of this
report.
Exhibit
No. Description
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10.1
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Director’s
Contract, dated August 3, 2007, between the Company and Lawrence
S. Wizel.
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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.
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PUDA
COAL, INC.
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| Date: August
8, 2007 |
By: |
/s/ Wenwei
Tian |
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Wenwei
Tian
Chief
Operating Officer
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