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GYPH.OB > SEC Filings for GYPH.OB > Form 8-K on 11-Sep-2008All Recent SEC Filings

Show all filings for GRYPHON GOLD CORP | Request a Trial to NEW EDGAR Online Pro

Form 8-K for GRYPHON GOLD CORP


11-Sep-2008

Change in Directors or Principal Officers, Other Events


Item 5.02. Appointment of Officers; Departure of Director

Appointment of Officers

On September 5, 2008, the Company's Board of Directors, at a meeting called with proper notice and quorum present, appointed the following persons as officers of the Company. (Except as noted, officers are continuing in the offices which they previously held.)

Name Position
John L. Key Chief Executive Officer and President Gerald W. Baughman VP, Business Development Michael Longinotti Chief Financial Officer and Secretary Steve Craig VP, Exploration
Lisanna Lewis Controller and Treasurer

Each officer is to hold office until his or her successor shall have been duly elected and qualified.

The Company's Board of Directors has determined that the officers of the Company for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, and the executive officers of the Company as that term is defined in Rule 3b-7 under such Act, shall include, and shall be limited to:

John L. Key - Principal Executive Officer

Michael Longinotti - Principal Financial and Accounting Officer

The Company is not aware of any family relationships, by blood, marriage, or adoption, between these officers and any other director, executive officer, or other nominees. The Company knows of no transactions involving the Company during the last two years in which these officers had a direct or indirect interest.

Departure of Director

On September 4, 2008, Mr. Anthony Ker, who was not nominated and did not stand for re-election at the Company's annual general meeting of shareholders, ceased to be a director to the Company. The Company's Board of Directors has been reduced, pursuant to its bylaws, to four directors. Mr. Ker's departure was not the result of a disagreement between the Company and Mr. Ker.

On September 4, 2008, Mr. Richard Hughes, who was not nominated and did not stand for re-election at the Company's annual general meeting of shareholders, ceased to be a director to the Company. Mr. Hughes' departure was not the result of a disagreement between the Company and Mr. Hughes.




Item 8.01. Other Events

Results of Annual General Meeting of Shareholders

On September 4, 2008, Gryphon Gold Corporation held its annual general meeting of shareholders at the Vancouver Club, 915 West Hastings Street, Vancouver, BC, at 2:00PM. Shareholders representing 23,039,943 shares or 37.3% of the shares authorized to vote (61,777,065) were present in person or by proxy, representing a quorum for the purposes of the annual meeting. The shareholders approved the following:

Proposal #1 - Election of Directors            Voted For           Withheld
The election of the Nominees to the Company's
Board to serve until the Company's 2009 Annual
Meeting of Shareholders or until successors
are duly elected and qualified:
John L. Key                                        21,929,740      1,110,203
Gerald W. Baughman                                 22,947,740        92,203
Rohan Hazelton                                     22,975,740        64,203
Donald W. Gentry                                   22,981,740        58,203

Proposal #2                            For          Against      Abstain
To ratify the appointment of the
Company's Independent Registered
Public Accounting Firm for the 2009    22,970,740   28,659       40,544
fiscal year

Proxies were solicited under the proxy statement filed with the Securities and Exchange Commission on August 7, 2008. Each nominee for director was elected, and each proposal was approved by the Shareholders.

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