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) January
5, 2007
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BODISEN
BIOTECH, INC.
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(Exact
name of registrant as specified in its
charter)
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Delaware
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001-32616
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98-0381367
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(State
or other Jurisdiction
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(Commission
File Number)
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(IRS
Employer
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of
Incorporation)
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Identification
No.)
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North
Part of Xinquia Road, Yang Ling Agricultural High-Tech
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People's
Republic of China 712100
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(Address
of Principal Executive Offices
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86-29-87074957
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(Registrant’s
Telephone Number, Including Area Code
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Not
Applicable
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(Former
Name or Former Address, if Changed Since Last
Report)
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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
5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(b)
On
January 5, 2007, Karen Qiong Wang announced that she would not stand for
reelection to serve as Chairman of the Board and Chief Executive Officer of
Bodisen Biotech, Inc. (the “Company”). Mrs. Wang advised the Company that this
decision was based on personal and health considerations and not because of
any
disagreement with the Company’s operations, policies or practices. Mrs. Wang
will continue to serve on the Company’s Board of
Directors.
(c)
On
January 5, 2007, the Board of Directors elected Bo Chen to serve as Chairman,
Chief Executive Officer and President of the Company, effective immediately.
Mr.
Chen is an original founder and shareholder of the Company. From August 1997
to
August 2001, Mr. Chen was Chief Operations Officer and Chief Technology Officer
of Shaanxi Bodisen Chemical Co., Ltd. From July 1994 to December 1997, he
was
the Chief Executive Officer and President of Yang Ling Shikanglu Chemurgical
Technology Development Co., Ltd. Mr. Chen received his Bachelor of Science
degree from Shaanxi Normal College in July 1984.
Concurrent
with the filing of this Form 8-K, the Company is distributing a press release
announcing, among other things, Mrs. Wang’s decision and Mr. Chen’s election.
The press release is attached to this report as Exhibit
99.4.
Item
8.01 Other Events
On
January 5, 2007, the Company announced the results of its annual stockholder
meeting held on December 27, 2006. At that meeting, the holders of the Company’s
common stock elected the following persons to serve as members of the Board
of
Directors until its next annual meeting of stockholders: Karen Qiong Wang,
Bo
Chen, Patrick McManus, David Gatton and Linzhang Zhu. The Company’s stockholders
also ratified the appointment of Kabani & Company as auditors of the Company
for the 2006 fiscal year.
Concurrent
with the filing of this Form 8-K, the Company is distributing a press release
announcing, among other things, the results of the annual stockholder meeting.
The press release is attached to this report as Exhibit 99.4.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
Exhibit
No. Description
99.4 Press
Release dated January 8, 2007
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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BODISEN
BIOTECH,
INC. |
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(Registrant) |
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| Date: January
5, 2007 |
By: |
/s/ Bo
Chen |
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Bo
Chen |
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Chairman,
Chief Executive Officer and President
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