Chardan South China Acquisition Corporation Sets Meeting and Record Dates for Special Meeting of Stockholders; Calls for Extension of Date to Complete Business Combination with Liaoning GaoKe Energy Group.SAN DIEGO San Diego (săn dēā`gō), city (1990 pop. 1,110,549), seat of San Diego co., S Calif., on San Diego Bay; inc. 1850. San Diego includes the unincorporated communities of La Jolla and Spring Valley. Coronado is across the bay. -- Chardan South China Acquisition Corporation (OTCBB OTCBB See OTC Bulletin Board (OTCBB). : CSCA CSCA California School of Culinary Arts (Pasadena, CA) CSCA Central States Communication Association CSCA Canadian Special Crops Association CSCA Computer Supported Collaborative Argumentation CSCA Centre for the Study of Commercial Activity , CSCAU, CSCAW) announced today that its Board of Directors has set July 20, 2007 as the date for its special meeting of stockholders to consider and approve amendments to its certificate of incorporation certificate of incorporation n. some states issue a certificate to prove a corporation's existence upon the filing of Articles of Incorporation. In most states the Articles are sufficient proof. to: i) eliminate the provision that purports to prohibit amending its "business combination" provisions, ii) extend the date before which Chardan South must complete a business combination, to avoid being required to liquidate To pay and settle the amount of a debt; to convert assets to cash; to aggregate the assets of an insolvent enterprise and calculate its liabilities in order to settle with the debtors and the creditors and apportion the remaining assets, if any, among the stockholders or owners of the , from August 10, 2007 to February 10, 2008; and iii) allow holders of up to 20% of the shares issued in the Chardan South's IPO (Initial Public Offering) The first time a company offers shares of stock to the public. While not a computer term per se, many founders, employees and insiders of computer companies have found this acronym more exciting than any tech term they ever heard. who vote against the Extension Amendment and elect conversion to convert their shares into cash held in the IPO trust account. Important information concerning the meeting will be contained in proxy material which will be sent to stockholders in the near future. Stockholders are urged to read those materials carefully. Stockholders of record as of June 22, 2007, the record date for the meeting, will be entitled to attend the special meeting and vote on these proposals. As previously noted, on April 19, 2007, Chardan South announced a definitive stock purchase agreement pursuant to which it will acquire 100% of the common stock of Head Dragon, the owner of Liaoning GaoKe Energy Group ("GaoKe"). GaoKe, founded in 2003, is a private Chinese engineering company providing design, construction, installation, and operating expertise for distributed power generation and micro power networks in China. In connection with the proposed business combination, Chardan South has filed a preliminary proxy statement/prospectus with the SEC. Investors and security holders are advised to read the proxy statement/prospectus carefully because it contains important information. Investors and security holders may obtain such materials and other documents filed by Chardan South from the SEC's web site at www.sec.gov. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. About CSCA CSCA is a blank check Blank check A check that is duly signed, but the amount of the check is left blank to be supplied by the drawee. company incorporated in March 2005 to acquire an operating business based south of the Yangtze River Yangtze River Chinese Chang Jiang or Ch'ang Chiang River, China. Rising in the Tanggula Mountains in west-central China, it flows southeast before turning northeast and then generally east across south-central and east-central China to the East China in the People's Republic People's Republic n. A political organization founded and controlled by a national Communist party. of China ("PRC"). Although GaoKe's principal offices are located north of the Yangtze River, CSCA's board and management will seek shareholder approval to remove this restriction in the normal course of closing the transaction. This press release may contain forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995, about Chardan South, GaoKe and their combined business after completion of the proposed acquisition. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, based upon the current beliefs and expectations of Chardan South's and GaoKe's management, are subject to risks and uncertainties, which could cause actual results to differ from the forward looking statements. The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: business conditions in China; continued compliance with government regulations; legislation or regulatory environments, requirements or changes adversely affecting the businesses in which GaoKe is engaged; cessation or changes in government incentive programs: potential trade barriers affecting international expansion; fluctuations in customer demand; management of rapid growth and transitions to new markets; intensity of competition from or introduction of new and superior products by other providers of distributed power generation and other energy generation technology; timing, approval and market acceptance of new product introductions; general economic conditions; geopolitical ge·o·pol·i·tics n. (used with a sing. verb) 1. The study of the relationship among politics and geography, demography, and economics, especially with respect to the foreign policy of a nation. 2. a. events and regulatory changes, as well as other relevant risks detailed in Chardan South's BVI subsidiary, China Energy Technology's filings with the Securities and Exchange Commission, and the registration statement on Form S-4 (Reg. No. 333-142894). The information set forth herein should be read in light of such risks. Neither Chardan South nor GaoKe assumes any obligation to update the information contained in this press release. |
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