中国陶瓷 2010年财报

中国陶瓷 2010年财报

20-F 1 v215922_20f.htm

UNITE D STATE S

SE CURITIE S AND E XCHANGE COMMISSION

Washington, D.C. 20549

(Mark one)

FORM 20-F

¨RE GISTRATION STATE ME NT PURSUANT TO SE CTION 12(b) OR (g) OF THE SE CURITIE S E XCHANGE ACT OF 1934

OR

þANNUAL RE PORT PURSUANT TO SE CTION 13 OR 15(d) OF THE SE CURITIE S E XCHANGE ACT OF 1934

For the fiscal year ended December 31, 2010.

OR

¨TRANSITION RE PORT PURSUANT TO SE CTION 13 OR 15(d) OF THE SE CURITIE S E XCHANGE ACT OF 1934

OR

¨SHE LL COMPANY RE PORT PURSUANT TO SE CTION 13 OR 15(d) OF THE SE CURITIE S E XCHANGE ACT OF 1934

for the transition period from __________ to ___________

Commission file number 001-34944

China Ceramics Co., Ltd.

(Exact name of the Registrant as specified in its charter)

British Virgin Islands

(Jurisdiction of incorporation or organization)

c/o Jinjiang Hengda Ceramics Co., Ltd.

Junbing Industrial Zone

Anhai, Jinjiang City

Fujian Province, PRC

Telephone: +86 (595) 8576 5053

(Address of principal executive offices)

Huang Jia Dong

c/o Jinjiang Hengda Ceramics Co., Ltd.

Junbing Industrial Zone

Anhai, Jinjiang City

Fujian Province, PRC

Telephone: +86 (595) 8576 5053

Facsimile: +86 (595) 8576 5059

(Name, Telephone, E-mail and/or Facsimile Number and Address of Company Contact Person)

中国陶瓷 2010年财报

with a copy to:

Stuart Management Company

33 Riverside Avenue

5th Floor

Westport, CT 06880

Securities registered or to be registered pursuant to Section 12(b) of the Act:

UNITS, E ACH CONSISTING OF ONE SHARE AND ONE WARRANT

SHARE S, PAR VALUE $0.001

WARRANTS TO PURCHASE ONE SHARE

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.

On December 31, 2010, the issuer had 16,459,202 shares outstanding.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ¨No x 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 x 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 x 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 Exchange Act.

中国陶瓷 2010年财报

¨ Large Accelerated filer¨ Accelerated filer x Non-accelerated filer

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

¨ US GAAP x International Financial

¨ Other

Reporting Standards as issued by

the International Accounting

Standards Board

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 Exchange Act).

Yes ¨No x

中国陶瓷 2010年财报

TABLE OF CONTE NTS

Page PART I2 ITEM 1.IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS2 ITEM 2.OFFER STATISTICS AND EXPECTED TIMETABLE2 ITEM 3.KEY INFORMATION2

A. Selected financial data2

B. Capitalization and Indebtedness4

C. Reasons for the Offer and Use of Proceeds4

D. Risk factors4 ITEM RMATION ON THE COMPANY21

A. History and Development of the Company21

B. Business Overview24

C. Organizational Structure42

D. Property, plant and equipment44 ITEM 4A.UNRESOLVED STAFF COMMENTS45 ITEM 5.OPERATING AND FINANCIAL REVIEW AND PROSPECTS45 ITEM 6.DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES63

A. Directors and senior management63

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