Item 5.02 Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 8, 2013, Mr. Ningfang Liang tendered his resignation as Chief Financial Officer of China GengSheng Minerals, Inc. (the "Company") for personal reasons. On January 11, 2013, the Board of Directors of the Company resolved to accept Mr. Liang's resignation, effective as of January 8, 2013 and appointed Ms. Shuxian Li as interim Chief Financial Officer, effective January 11, 2013.

Ms. Li, 54, has over twenty years of finance and accounting experience. She has been working with CHGS since July 2005, serving as financial officer, audit committee chair and director of internal control office and women's committee chair. Prior to joining the Company, Ms. Li worked at Henan Xinzheng Tobacco Co. from April 1983 through June 2005, holding various finance and accounting positions in its financial, management, audit and cost management departments. Ms. Li holds the designation of CPA, ICPA and Certified Tax Planner. She received her Bachelor's degree from Zhengzhou University.

Pursuant to Employment Agreement between the Company and Ms. Li dated January 11, 2013, Ms. Li will be entitled to an annual salary of Renminbi 180,000 (approximately $28,931) and will serve as the Company's interim Chief Financial Officer until a suitable candidate for Chief Financial Officer has been qualified and selected by the Company.

There is no family relationship between Ms. Li and any of our other officers and directors. There are no understandings or arrangements between Ms. Li and any other person pursuant to which Ms. Li was selected as an officer.

Except for the aforementioned Employment Agreement, there has not been any transaction or currently proposed transaction, in which the Company was or is to be a participant and the amount involved exceeds $120,000, and in which Ms. Li had or will have a direct or indirect material interest since the beginning of the Company's last fiscal year.

The forgoing description of the principal terms of the Employment Agreement is a general description only, does not purport to be complete, and is qualified in its entirety by reference to the terms of the Employment Agreement attached hereto as Exhibit 10.1, which is incorporated herein by this reference.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibit No. Description 10.1 Employment Agreement, dated January 11, 2013, by and between Ms. Shuxian Li and the Company

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