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Quotes & Info
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| EWST > SEC Filings for EWST > Form 8-K on 4-Mar-2009 | All Recent SEC Filings |
4-Mar-2009
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; T
On February 27, 2009, Energy West, Incorporated (the "Company") received a
letter of reprimand from the Staff of the Listing Qualifications of the Nasdaq
Stock Market for failure to comply with the requirement of Marketplace
Rule 4350(c)(3) that executive compensation must be determined or recommended by
either a majority of the independent directors or a committee comprised solely
of independent directors (the "Rule").
On November 12, 2007, Richard M. Osborne, the Company's chairman of the board
and a member of the compensation committee, was appointed Chief Executive
Officer. As a result, Mr. Osborne was no longer eligible to serve on the
compensation committee because as an executive officer of the Company, he was no
longer independent under the marketplace rules of Nasdaq. Promptly after the
Staff notified the Company of this deficiency, Mr. Osborne resigned from the
compensation committee and an existing independent director was appointed to the
committee.
In reaching its determination to issue the letter of reprimand, the Staff
considered that the Company "had not demonstrated a pattern of non-compliance."
The Staff also observed that "once this compliance issue was brought to the
Company's attention, it was cured in a prompt and effective manner" and that
"based on discussions with the Company, Staff believes that the Company
inadvertently violated the Marketplace Rules." Because the Company has
established a compensation committee in conformity with the Rule, the Staff
closed the matter upon the issuance of the letter of reprimand.
In accordance with Marketplace Rule 4803(b), the Company issued a press release
on March 4, 2009 to announce that the Company received the letter of reprimand.
A copy of this press release is attached as Exhibit 99.1 to this report.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1 Energy West, Incorporated Press Release dated March 4, 2009
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