敦信金融2015年度报告

20-F 1 xny_20f.htm FORM 20-F UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, DC 20549 FORM 20-F REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2015 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report For the transition period from ___ to ___ Commission file number: 001-34958 CHINA XINIYA FASHION LIMITED(Exact name of Registrant as specified in its charter) Not ApplicableCayman Islands(Translation of Registrant's name into English)(Jurisdiction of Incorporation or Organization) 2nd Floor, 90 An Ling Er Road, Xiamen City, Fujian Province 361010People's Republic of China(Address of Principal Executive Offices) Mr. Chee Jiong NgChief Financial OfficerTel: +86 1365 5939 932E-mail: ngcheejiong@xiniya.comFax: +86 595 8300 57072nd Floor, 90 An Ling Er Road, Xiamen City, Fujian Province 361010People's Republic of China(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section 12(b) of the Act: Title of each classExchange on which registeredOrdinary shares, par value $0.00005 per shareAmerican depositary shares, each representing 16 ordinary sharesNew York Stock Exchange*New York Stock Exchange * Not for trading but only in connection with the listing on New York Stock Exchange of the American depositary shares. Securities registered or to be registered pursuant to Section 12(g) of the Act: None Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None Number of outstanding shares of each of the issuer's classes of capital or common stock as of December 31, 2015: 227,716,692 Ordinary Shares, par value $0.00005 per share Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  No  If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes  No  Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  No  Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes  No  Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Securities Exchange Act of 1934. (Check one): Large accelerated filer  Accelerated filer  Non-accelerated filer  Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: U.S. GAAP International Financial Reporting Standards as issuedby the International Accounting Standards Board Other  If "Other" has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. Item 17  Item 18  If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes  No  (APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS) Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes  No  TABLE OF CONTENTS CONVENTIONS THAT APPLY TO THIS ANNUAL REPORT4FORWARD-LOOKING STATEMENTS5PART IItem 1.Identity of Directors, Senior Management and Advisers6Item 2.Offer Statistics and Expected Timetable6Item 3.Key Information6Item 4.Information on the Company23Item 4A.Unresolved Staff Comments37Item 5.Operating and Financial Review and Prospects37Item 6.Directors, Senior Management and Employees52Item 7