UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) December 16 29, 2011

TODA INTERNATIONAL HOLDINGS INC.

(Exact name of registrant as specified in its charter)

Cayman Island		000-52346		N/A
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

c/o Dalian TOFA New Materials Development Co, Ltd. No. 18-2-401 Gangjing Garden, Dandong Street, Zhongshan District Dalian, Liaoning Province People’s Republic of China		116001
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: +86 (411) 8278-9758

(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 to the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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 45.02 ~~Non-Reliance~~Departure onof ~~Previously~~Directors ~~Issued~~or ~~Financial~~Certain ~~Statements~~Officers; orElection aof ~~Related~~Directors; ~~Audit~~Appointment ~~Report~~of orCertain ~~Completed~~Officers; ~~Interim~~Compensatory ~~Review~~Arrangements of Certain Officers.

~~TODA International Holdings Inc~~Mr. Anthony ~~(the “Company”)~~Zhang ~~will~~tendered ~~restate~~his ~~its~~resignation ~~financial~~as ~~statements~~Chief asFinancial ofOfficer and ~~for~~Secretary of ~~the~~TODA ~~year~~International ~~ended December 31~~Holdings, ~~2010 contained in Exhibit 99~~Inc.1, ofa ~~Amendment~~Cayman ~~No.~~Islands 4company to(“TODA” ~~the~~or ~~Company’s Current Report on Form 8-K/A filed with~~ the ~~Securities and Exchange Commission on September 30, 2011 (the~~ “~~Form 8-K/A~~Company”), towhich ~~(1)~~resignation ~~correctly~~was ~~include~~accepted ~~financial~~by ~~information~~the ~~relating~~Board toof ~~Apex~~Directors ~~Wealth Holdings Limited, a Hong Kong limited liability company incorporated~~ on ~~February 12~~December 29, ~~2010 (“Apex Wealth”)~~2011, ~~and~~effective ~~Dalian Xinding New Materials Technology Consultancy Co~~immediately. Also, ~~Ltd.,~~on aDecember ~~wholly-owned~~29, ~~foreign enterprise incorporated in China (“Dalian Xinding”)~~2011, in the Board ~~consolidated presentation~~ of ~~its~~Directors ~~financial statements as~~ of ~~and for~~ the ~~year~~Company ~~ended~~appointed ~~December~~Ms. ~~31,~~Yue ~~2010~~Kou ~~and~~as ~~(2)~~Chief ~~reclassify~~Financial Officer ~~(a) a portion~~ of the Company’s cash from “cash and cash equivalents” to “restricted cash” and (b) the cost related to the sales of raw material from “selling and distribution expenses” to “other income (expense)”, ineffective ~~each case for the year ended December 31, 2010 to conform with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB US”)~~immediately.

AsMs. aKou, 38, ~~result~~has ofserved ~~the~~as ~~inclusion~~an ofindependent consultant to the ~~financials~~Company ofand ~~Apex~~its ~~Wealth~~subsidiaries since ~~and~~October ~~Dalian~~2009, ~~Xinding~~assisting inwith the ~~consolidated~~preparation of its financial statements and ~~the~~regulatory ~~reclassifications,~~filings. Ms. ~~the~~Kou ~~following~~served ~~previously~~as ~~reported~~Chief ~~financial~~Financial ~~information~~Officer ~~will~~of Dragon beJade ~~impacted:~~International ~~(i)~~Limited ~~current~~from ~~assets,~~August ~~liabilities~~2008 ~~and~~until ~~stockholders’~~November ~~equity~~2011 onand ~~the~~as Chief ~~Company’s~~Financial ~~consolidated~~Officer ~~balance~~of ~~sheet~~KASH atStrategic ~~December~~Ltd. ~~31,~~From ~~2010;~~February ~~(ii)~~2006 ~~net~~until ~~income~~November 2011. She ~~and~~was ~~earnings~~the ~~per~~financial ~~share~~manager inof ~~the~~China ~~Company’s~~Broadcasting ~~consolidated~~Holding Ltd., ~~statement~~a oflisted ~~operations~~company ~~and~~in ~~other~~Hong ~~comprehensive~~Kong ~~income~~from ~~for~~2002 ~~the~~until ~~year~~2006. ~~ended~~From ~~December~~1996 31to 2002, ~~2010;~~she held ~~(iii)~~senior ~~the~~management ~~Company’s~~positions ~~consolidated~~in ~~statement~~several ofaccounting ~~changes~~firms in ~~owners’~~Hong ~~equity~~Kong ~~for~~and China. She ~~the~~is ~~year~~a ~~ended~~member ~~December~~of ~~31,~~professional ~~2010;~~accounting ~~and~~groups ~~net~~HKICPA, ~~cash~~ACCA and ~~provided~~CICPA. Ms. byKou ~~operating~~received ~~activities~~a ~~and~~B.S. ~~financing~~degree ~~activities~~ in Business Administration from the ~~Company’s~~Tianjin ~~consolidated~~Finance ~~statement~~and ofEconomic ~~cash~~University, ~~flow~~a ~~for~~Masters degree in Accountancy from the ~~year~~Chinese ~~ended~~University ~~December~~of ~~31,~~Hong ~~2010,~~Kong ~~all~~and asa ~~previously~~Masters ~~reported~~degree in Banking from the ~~Company’s~~City ~~Form~~University ~~8-K/A~~of Hong Kong.

The restatement will be reflected in a revised Exhibit 99.1 to Amendment No. 6 to the Company’s Form 8-K/A to be filed with the Commission within the next several days. The purpose of the revision of Exhibit 99.1 to this amendment will be to (i) accurately include the financial statements for Apex Wealth and Dalian Xinding in the consolidated financial statements as of and for the year ended December 31, 2010 and (ii) reclassify (a) a portion of the Company’s cash from “cash and cash equivalents” to “restricted cash” and (b) the cost related to the sales of raw material from “selling and distribution expenses” to “other income (expense)”, in each case for the year ended December 31, 2010 to conform with the standards of the PCAOB US as set forth above.

On December 16, 2011, authorized officers of the Company concluded that such financial statements as of and for the year ended December 31, 2010 included in the Company’s Form 8-K/A should no longer be relied upon. The Company’s revisions were identified as a result of a comparison of the financial statements included in the Form 8-K/A with the financial statements in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2011.

Authorized officers of the Company have discussed the matters described in this Current Report on Form 8-K with UHY Vocation HK CPA Limited, the Company’s current independent registered public accounting firm.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

	TODA INTERNATIONAL HOLDINGS INC.
Date: December 19, 2011	By:	/s/ Chuan-Tao Zheng
Date: January 3, 2012	By:	/s/ Chuan-Tao Zheng
		Chuan-Tao Zheng
		Chuan-Tao Zheng President and Chief Executive Officer
		President and Chief Executive Officer

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