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): ~~October~~January 2914, ~~2012~~2013

China Energy Recovery, Inc.

(Exact name of registrant as specified in its charter)


Delaware (State or other jurisdiction of incorporation)		000-53283 (Commission File Number)		33-0843696 (IRS Employer Identification No.)

Building#26, No. 1388 Zhangdong Road

Zhangjiang Hi-tech Park

Shanghai, China
(Address of principal executive offices)

201203
(Zip Code)

Registrant’s telephone number, including area code (86) 021 2028-1866

(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 Instructions A.2. below):

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 51.0701 — ~~Submission~~Entry ofinto ~~Matters to~~ a ~~Vote~~Material ofDefinitive ~~Security Holders~~Agreement

~~The~~On ~~2012~~January ~~Annual~~14, ~~Meeting~~2013, ofCER ~~Stockholders~~Energy Recovery (~~the~~Shanghai) Co., Ltd. (“~~Annual~~CER ~~Meeting~~Shanghai”) , a wholly-owned subsidiary of China Energy Recovery, Inc. (~~the~~“CER”), entered into a guaranty contract with Bank of Jiangsu Co., Ltd. Zhenjiang Branch (“~~Company~~Bank of Jiangsu”) ~~was~~to ~~held~~guaranty onborrowings made ~~October~~by 29Kailin Energy Zhenjiang, ~~2012~~Ltd. (“Zhenjiang Kailin”) under a comprehensive facility contract between Bank of Jiangsu and Zhenjiang Kailin. The maximum amount of guaranty is RMB 30,000,000 (approximately $4.8 million).

On January 14, 2013, Zhenjiang Kailin and Bank of Jiangsu entered into a six month comprehensive facility contract. The ~~Company’s~~loan ~~stockholders~~bears ~~voted~~an onannual ~~two~~interest ~~proposals~~rate asof ~~follows:~~7.8%. The term toof ~~elect~~the ~~Company~~comprehensive ~~directors~~line ~~for~~of ~~the~~credit ~~ensuing~~is ~~year~~from ~~(Proposal~~January ~~1);~~09, ~~and~~2013 to ~~ratify~~July ~~the~~09, ~~selection~~2013. byDuring ~~the~~this ~~Audit~~period, ~~Committee~~if ofthere ~~the~~is ~~Company’s~~any default by Zhenjiang ~~Board~~Kailin, ofCER ~~Directors~~Shanghai will provide Bank of ~~PricewaterhouseCoopers~~Jiangsu ~~Zhong~~with ~~Tian~~an ~~CPAs~~unconditional ~~Company~~and ~~Limited~~irrevocable asguarantee with joint responsibility to ensure that Zhenjiang Kailin will fulfill the ~~Company’s~~duties ~~independent~~and ~~registered~~responsibilities ~~public~~to repay any amounts of principal and interest due and ~~accounting~~all ~~firm~~other ~~for~~related ~~the~~expenses ~~fiscal~~on ~~year~~time ~~ending~~under ~~December~~the 31facility contract. In addition, ~~2012~~Jiangsu SOPO (~~Proposal~~Group) 2Company Limited (“Jiangsu SOPO”), a third party customer of CER and related party of Zhenjiang Kailin, also guaranteed this loan and assumed the equal responsibility with CER Shanghai.

All nominees for election to the Board as Directors were elected to serve until the 2013 Annual Meeting of Stockholders and until their respective successors are elected and qualified, or until such director’s earlier death, resignation or removal. The stockholders also ratified Proposal 2. The number of votes cast for, against or withheld and the number of abstentions and broker non-votes with respect to each Proposal is set forth below.SIGNATURES

Proposal 1	Shares For		Shares Withheld		Broker Non-Votes
Qinghuan Wu		20,194,934		8,500		-0-
Qi Chen		20,194,934		8,500		-0-
Estelle Lau		20,194,930		8,504		-0-
Dr. Yan Sum Kung		20,194,934		8,500		-0-
Jules Silbert		20,194,934		8,500		-0-

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.

Shares For

Shares Against

Shares Abstaining

Broker Non-Votes

China Energy Recovery, Inc.

Proposal 2

20,203,434

-0-

Date: January 18, 2013

By:

/s/ Qinghuan Wu

Qinghuan Wu

Chief Executive Officer

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 Energy Recovery, Inc.
Date: November 1, 2012	By:	/s/ Qinghuan Wu
		Qinghuan Wu,
		Chief Executive Officer

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