Current Report Filing (8-k)
May 26 2017 - 4:12PM
Edgar (US Regulatory)
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
May 22, 2017
(Date of earliest event reported)
CONSOLIDATED WATER CO. LTD.
(Exact Name of Registrant as Specified in
Charter)
Cayman Islands, B.W.I.
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0-25248
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98-0619652
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(State or Other Jurisdiction of
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(Commission File No.)
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(IRS Employer Identification No.)
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Incorporation)
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Regatta Office Park
Windward Three, 4
th
Floor
West Bay Road, P.O. Box 1114
Grand Cayman, KY1-1102
Cayman Islands
(Address of Principal Executive Offices)
(345) 945-4277
(Registrant’s telephone number, including
area code)
Not Applicable
(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):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by
check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth
company
¨
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section
13(a)
of the Exchange Act.
¨
Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 22, 2017, Consolidated Water Co.
Ltd. (the “Company”) held its Annual General Meeting of Shareholders, at which the following items were voted upon:
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(1)
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Election of Directors:
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The following nominees were elected as
directors to serve until the 2020 Annual General Meeting of Shareholders by votes as follows:
Nominee
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For
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Withhold
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Carson K. Ebanks
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6,570,404
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1,241,710
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Richard L. Finlay
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6,565,803
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1,246,311
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Clarence B. Flowers, Jr.
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6,563,938
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1,248,176
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Frederick W. McTaggart
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6,763,342
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1,048,772
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There were 4,884,710 non-votes in the election
of directors.
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(2)
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Non-Binding Advisory Vote on Executive Compensation:
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The proposal to approve, by a non-binding
advisory vote, the compensation of the Company’s named executive officers disclosed in the Company’s 2017 proxy statement
was approved, and the votes were as follows:
For
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Against
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Abstain
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6,903,902
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780,118
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128,094
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There were 4,884,710 broker non-votes on this proposal.
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(3)
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Non-Binding Advisory Vote on the Frequency of Holding
an Advisory Vote on Executive Compensation:
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Shareholders holding a majority of shares
voted for the one-year option with respect to the frequency with which the Company should hold an advisory vote on executive compensation,
and the votes were as follows:
1 Year
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2 Years
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3 Years
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Abstain
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6,314,541
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87,585
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1,277,640
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132,348
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There were 4,884,710 broker non-votes on this proposal.
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(4)
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Ratification of the Appointment of Independent Registered Public Accounting Firm:
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The proposal to ratify the appointment
of Marcum LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2017,
at the remuneration to be determined by the Audit Committee of the Board of Directors was approved by votes as follows:
For
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Against
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Abstain
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12,518,901
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79,835
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98,088
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There were no broker non-votes on this proposal.
SIGNATURE
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.
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CONSOLIDATED WATER CO. LTD.
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By:
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/s/ David W. Sasnett
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Name:
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David W. Sasnett
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Title:
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Executive Vice President & Chief Financial Officer
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Date: May 26, 2017
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