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

On September 14, 2012, China Growth Equity Investment Ltd. (the "Company") received notice from The Nasdaq Capital Market ("Nasdaq") that, because the Company does not maintain a minimum of 300 public holders, as of September 1, 2012, the Company no longer complies with Listing Rule 5550(a)(3) of Nasdaq.

Nasdaq's notice has no immediate effect on the listing of the Company's common stock on Nasdaq. Pursuant to Nasdaq's rules, the Company has 45 calendar days, until October 29, 2012, to submit a plan to regain compliance. If the plan is accepted, Nasdaq can grant the Company a 180 calendar day extension from the date of the notice letter to evidence compliance. If the plan is not accepted by Nasdaq, the Company can appeal the decision to a hearings panel.

The Company will file a plan with Nasdaq on or prior to October 29, 2012 in order to regain compliance with Listing Rule 5550(a)(3) of Nasdaq.