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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
December 26, 2006
Date of Report (Date of earliest event reported)
KIWA BIO-TECH PRODUCTS GROUP CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 000-33167 84-0448400
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
415 West Foothill Blvd, Suite 206, Claremont, California 91711-2766
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(Address of principal executive offices)
(909) 626-2358
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(Registrant's telephone number, including area code)
N/A
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(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:
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| 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 Material Definitive Agreement
On December 26, 2006, Kiwa Bio-Tech Products (Shandong) Co., Ltd. ("Kiwa
SD"), a wholly-owned subsidiary of Kiwa Bio-Tech Products Group Corporation (the
"Company"), entered into an Annual Distribution Contract ("the Contract") with
Xinjiang Rundi Bio-Tech Co., Ltd. ("Rundi"). Pursuant to the Contract, Kiwa SD
appoints Rundi as its exclusive distributor in Xinjiang Uygur Autonomous Region
for three years, commencing on January 1, 2007. Rundi has the option to renew
the exclusive relationship at the end of the three year term if it meets annual
sales objectives of RMB 50 million (approximately US$6.4 million), however, Kiwa
SD has the right to terminate the exclusive relationship if Rundi fails to reach
80% of the annual sales objective. The original contract is in Mandarin. An
English translation of the agreement is included as an exhibit to this report.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. Description
10.01 Annual Distribution Contract dated December 26, 2006 between
Kiwa Bio-Tech Products (Shandong) Co., Ltd. and Xinjiang
Rundi Bio-Tech Co., Ltd.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date: December 26, 2006
By: /s/ Wei Li
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Wei Li
Chairman of Board of
Directors and
Chief Executive Officer