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): May 17, 2011

CHINA RITAR POWER CORP.

(Exact name of registrant as specified in its charter)

Nevada	000-25901	87-0422564
(State of Incorporation)	(Commission File No.)	(IRS Employer ID No.)

Room 405, Tower C, Huahan Building,

16 Langshan Road, North High-Tech Industrial Park,

Nanshan District,

Shenzhen, China, 518057

(Address of Principal Executive Offices)

(86) 755-83475380

Registrant’s Telephone Number, Including Area Code:

(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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR.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 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On April 18, 2011, China Ritar Power Corp. (the “Company”) filed an 8-K disclosing that on April 15, 2011, the Company received oral notice from The Nasdaq Stock Market (“Nasdaq”) advising that the Company was not in compliance with Nasdaq’s continued listing requirements set forth in Nasdaq Marketplace Rule 5250(c)(1), which requires timely filing of SEC periodic reports, because it failed to timely file its annual report on Form 10-K for the fiscal year ended December 31, 2010 (the “10-K”). As a result, Nasdaq halted trading of the Company’s common stock indefinitely, effective Monday April 18, 2011.

On April 22, 2011, the Company filed an 8-K and issued a press release disclosing that the Company received a written notice, dated April 18, 2011, from Nasdaq advising that the Company was not in compliance with Nasdaq’s continued listing requirements set forth in Nasdaq Marketplace Rule 5250(c)(1).

In its notice, Nasdaq required that the Company submit a plan of compliance by May 3, 2011 to advise Nasdaq of any action that the Company has taken, or will take, to file the 10-K for 2010 and bring the Company into compliance with the listing standards. If Nasdaq accepts the Company’s plan, they may grant an extension of 180 calendar days, or until September 27, 2011, during which the Company can regain compliance. If Nasdaq does not accept the plan, or if the Company does not regain compliance during any applicable extension period, the Nasdaq staff will provide written notice that the Company’s common stock is subject to delisting.

On May 3, 2011, the Company submitted a plan of compliance to Nasdaq. On May 12, 2011, the Company supplemented its plan of compliance.

On May 17, 2011, the Company received a written notice from Nasdaq advising that the Company was not in compliance with Nasdaq’s continued listing requirements set forth in Nasdaq Marketplace Rule 5250(c) due to the failure to file its quarterly report on Form 10-Q for the three months ending March 31, 2011 (the “10-Q”). As a result of the additional delinquency, Nasdaq is requesting the Company provide Nasdaq an update of progress towards implementing its plan of compliance and on the Company’s plan to file the 10-Q. Nasdaq has requested that this update be provided by May 31, 2011.

The Company intends to file the 10-K and 10-Q with the Securities and Exchange Commission as soon as practicable.

On May 20, 2011 the Company issued a press release announcing receipt regarding the receipt of the written notice from Nasdaq. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits

The following exhibit is attached to this Current Report on Form 8-K:

99.1 Press Release of the Company issued on May 20, 2011.

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.

	China Ritar Power Corp.

Date: May 20, 2011	By:	/s/ Jiada Hu
		Jiada Hu
		Chief Executive Officer

China Ritar Power Corp. 8-K