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): August 2125, 2014

GUANWEI RECYCLING CORP.

(Exact name of registrant as specified in its charter)

Nevada		000-53825		98-0669936
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Rong Qiao Economic Zone

Fuqing City

Fujian Province

People’s Republic of China

300500

(Address of principal executive offices)

Registrant’s telephone number, including area code: (86-591) 8536-6197

(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 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 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On August 2125, 2014, Guanwei Recycling Corp. (the “Company”) received notice (the “Notice”) from The NASDAQ Stock Market LLC (“Nasdaq”) that the Company is not in compliance with ~~Rule 5605 of~~ the ~~Nasdaq~~ Listing Rules of Nasdaq (the “Listing Rules”). ~~Rule~~since ~~5605 of~~ the ~~Listing~~Company ~~Rules requires a company to maintain a majority independent board and an audit committee with at least three independent~~had ~~directors~~not ~~and~~filed atits ~~least~~Quarterly ~~one~~Report ~~financial~~on ~~expert.~~Form ~~Because~~10-Q offor the ~~resignation~~quarter ofended ~~Mr.~~June ~~Howard Barth~~30, as2014 ~~previously~~(“Filing”). ~~disclosed~~The inCompany ~~the~~is ~~Company’s~~afforded ~~Current~~30 ~~Report~~calendar ondays ~~Form~~to ~~8-K~~prepare ~~filed with the Securities~~ and ~~Exchange~~submit ~~Commission~~a onplan ~~July 11, 2014, the Company no longer complies with Rule 5605~~ of ~~the Listing Rules~~compliance.

~~The~~In determining whether to accept the Company’s plan, ~~Listing~~Nasdaq ~~Rules~~will ~~5605(b)(1)(A)~~consider ~~and~~such ~~5605(c)(4)~~things ~~provide~~as athe ~~cure~~likelihood that the Filing, along with any subsequent periodic filing that will be due, can be made within the 180 day period, the Company’s past compliance history, the reasons for the late Filing, other corporate inevents ~~order~~that may occur within our review period, the Company’s overall financial condition and its public disclosures. If Nasdaq accepts the Company’s plan, it can grant an extension of up to 180 calendar days from the Filing’s due date or until February 17, 2015 to regain compliance. asIf ~~follows:~~Nasdaq were not to accept the Company’s plan, the Company would have the opportunity to appeal that decision to a Hearings Panel.

·The ~~until~~Company intends to consider all available options to regain compliance with the ~~earlier~~requirements of the Listing rules. There can be no assurance that the Company will develop a plan to regain compliance, that Nasdaq will accept such plan, that any such plan will be successful, that the Company will appeal any determination by Nasdaq to reject the plan, that Nasdaq will grant any such appeal, or that the Company will be able to regain or subsequently maintain compliance with the requirements for continued listing under the Listing Rules. Failure to maintain listing on Nasdaq of the Company’s ~~next~~common ~~annual~~stock ~~shareholders’~~may ~~meeting~~have ora ~~July~~material 8,adverse ~~2015;~~effect on the price or liquidity of the common stock.

· if the next annual shareholders’ meeting is held before January 5, 2015, then the Company must evidence compliance no later than January 5, 2015.

The Company must submit to Nasdaq documentation, including biographies of any new directors, evidencing compliance with the rules no later than the above date. In the event the Company does not regain compliance by the above date, Nasdaq rules require its staff to provide written notification to the Company that its securities will be delisted. At that time, the Company may appeal the delisting determination to a hearings panel.

The Company intends to consider all available options to regain compliance with Rule 5605 of the Listing Rules. There can be no assurance that the Company will be able to regain or subsequently maintain compliance with the requirements of Rule 5605 of the Listing Rules. Failure to maintain listing on Nasdaq of the Company’s common stock may have a material adverse effect on the price or liquidity of the common stock.

SIGNATURE PAGE

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: August 2629, 2014

	GUANWEI RECYCLING CORP.

	By:	/s/ Min Chen
	Name:	Min Chen
	Title:	Chief Executive Officer

Filing Compare · Guanwei Recycling Corp.