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CBTE > SEC Filings for CBTE > Form 8-K on 14-Oct-2009All Recent SEC Filings

Show all filings for COMMONWEALTH BIOTECHNOLOGIES INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for COMMONWEALTH BIOTECHNOLOGIES INC


14-Oct-2009

Other Events


ITEM 8.01 OTHER EVENTS.

On October 9, 2009, the Registrant held its annual meeting of shareholders. A quorum was present at the meeting. Shareholders approved all of the matters described on the proxy statement. Voting on the items was as follows:

(1) The election of three Class III members of the Board of Directors, each to serve a term expiring at the Annual Meeting of Shareholders in 2012 or until a successor is duly elected and qualified:

                                         For      Against   Abstain
                   Richard J. Freer   7,241,098   88,406       -
                   Eric V. Tao        7,253,018   76,486       -
                   Maria Song         6,973,930   355,524      -

Note: Items 2(A) - 2(G) all needed to be approved in order for any of them to be approved.

(2) The approval of issuances of more than 20% of the Company's outstanding securities by modifying existing instruments, ratifying existing agreements and issuing new warrants as follows:

(2(A)) The ratification of the Modification Agreement and approval of any issuance of shares under the Modification Agreement that will result in the issuance of 20% or more of the Company's outstanding common stock:

For Against Abstain 5,099,343 23,650 5,670

(2(B)) The ratification of the Fornova Note;

For Against Abstain 5,086,143 36,800 5,670

(2(C)) The amendment of the Fornova Note to reduce the conversion price to $0.50 per share:

For Against Abstain 4,949,688 175,325 3,650

(2(D)) The issuance of 2,000,000 Series A Warrants to purchase shares of the Company's common stock to Fornova:

For Against Abstain 4,401,293 721,720 5,560

(2(E)) The issuance of 500,000 Series B Warrants to purchase shares of the Company's common stock to Fornova:

For Against Abstain 4,401,893 721,120 5,650


(2(F)) The issuance of 3,920,139 Series A Warrants to purchase shares of the Company's common stock to VPL:

For Against Abstain 4,403,313 721,700 3,650

(2(G)) The issuance of 653,357 Series B Warrants to purchase shares of the Company's common stock to VPL:

For Against Abstain 4,401,293 721,700 5,670

(3) The approval of the issuance of the Alpha Convertible Note and the Alpha Warrants to purchase 600,000 shares of the Company's common stock:

For Against Abstain 4,530,424 597,619 620

(4) The approval of the sale of the Divisions, subject to the Asset Purchase Agreement, the Lease Agreement and the Non-Competition Agreement:

For Against Abstain 5,666,333 59,730 2,600

(5) The approval of the Commonwealth Biotechnologies, Inc. 2009 Stock Incentive Plan:

For Against Abstain 4,459,374 564,669 14,620

(6) The ratification of the appointment of Witt Mares, PLC as the Company's independent registered public accounting firm to audit the Company's financial statements for the fiscal year ending December 31, 2009:

For Against Abstain 7,277,219 44,968 7,316


Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

COMMONWEALTH BIOTECHNOLOGIES, INC.

By: /s/ RICHARD J. FREER, PH.D.
Richard J. Freer, Ph.D.
Chief Operating Officer

Dated: October 14, 2009

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