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
Date of Report (Date of earliest event reported) July 19, 2010
AMERICAN PARAMOUNT GOLD CORP.
(Exact name of registrant as specified in its charter)
Nevada 333-138148 20-5243308
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
130 King St. West Suite 3670 Toronto, Ontario Canada M5X 1A9
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (416) 214-5640 ext. 222
50 West Liberty Street, Suite 880, Reno, NV 89501
(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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS
On July 19, 2010, American Paramount Gold Corp. (the "Company", "we", "us")
received a consent to act from J. Trevor Eyton. The Company increased the number
of directors to four (4) and appointed Mr. Eyton as a member to the board of
directors.
On August 30, 2010, Wayne Parsons resigned as secretary and treasurer of the
Company. On September 29, 2010 Mr. Parsons resigned as president, chief
financial officer and chief executive officer of the Company. Mr. Parsons'
resignation was not the result of any disagreement with the Company regarding
its operations, policies, practices or otherwise and he will remain as a member
on the Company's board of directors.
On September 27, 2010 Peter Jenks and John Goodwin each resigned as director of
the Company. Mr. Jenks' and Mr. Goodwin's resignations were not the result of
any disagreements with the Company regarding its operations, policies, practices
or otherwise.
To fill the vacancy created by the resignations of Mr. Parsons, Mr. Jenks and
Mr. Goodwin, the Company appointed the following individuals:
* Hugh Aird as a director of the Company, effective August 30, 2010;
* Hugh Aird as president and chief executive officer of the Company,
effective September 29, 2010;
* Ann Dumyn as secretary and treasurer of the Company, effective August
30, 2010;
* Ann Dumyn as chief financial officer of the Company, effective
September 29, 2010;
* Dr. H. Neville Rhoden as director of the Company, effective August 30,
2010; and
* Leland Verner as director of the Company, effective August 30, 2010.
The Company increased the number of directors to five (5) and appointed Mr.
Aird, Dr. Rhoden and Mr. Verner as members to the board of directors.
J. TREVOR EYTON - DIRECTOR
Over the years, Mr. Eyton has been a Director of a number of public and private
companies. These include a number of communications companies in the 1970s, with
financial and resource-based corporations subsequently dominating his attention.
These include Noranda Inc. (1981-2005), Norcen Energy Resources (1986-1996)
including a year as Chairman), Barrick Gold Corporation (1990-2000) and Royal
Trust Company Ltd. (1983-1993). He also served as a Director of General Motors
of Canada Ltd. (1987-2004) and of Coca-Cola Enterprises Inc. (1998-2007).
Currently Mr. Eyton continues to serve as an officer and director of a number of
public companies, including Ivernia Inc. (as Chairman and a director) since
2000, Brookfield Asset Management Inc. (as a director) since 1979 and Magna
International Inc. (as a director) since 2010.
Appointed to the Senate of Canada in 1990, Mr. Eyton served on a number of
committees during his 19 year tenure. Amongst these he was a member of the
Standing Committee on Energy, the Environment and Natural Resources from 1999 to
2004; the Transport and Communications Committee from 2002-2009; the Banking,
Trade and Commerce Committee from 2006-2009; and the Standing Joint Committee on
Scrutiny of Regulations from 2006-2009, finishing as Co-Chair.
J. Trevor Eyton is both an Officer of the Order of Canada and Queen's Counsel
for Ontario, as well as the recipient of honorary Doctors of Laws from both the
University of Waterloo and the University of King's College at Dalhousie (where
he served as Chancellor from 1996 to 2001). In 2000 he was awarded Mexico's
Aguila Azteca or "Aztec Eagle" - the highest award given to foreigners by the
government of Mexico.
Mr. Eyton resides in Caledon, Ontario.
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HUGH AIRD - PRESIDENT, CHIEF EXECUTIVE OFFICER AND DIRECTOR
Since graduating from Harvard University, Mr. Aird has held numerous top level
executive positions throughout the financial industry. From 1998 to 2002 he was
the Managing Director at Berenson, Mineralla LTD, a firm providing M&A advisory
services and from 1994 to 1998 he was Vice-Chairman of Merrill Lynch Canada.
From 2002 to 2004, Mr. Aird was the President of DRIA Capital, a financial
consulting firm. Since 2004, Mr. Hugh Aird has been the Vice-Chairman, North
America, Business Development for Edelman Public Relations. Mr. Aird was
appointed President of American Lithium Minerals, Inc. in 2009 and subsequently
appointed a Director and Chair in 2010.
Mr. Aird resides in Toronto, Ontario.
ANN DUMYN - SECRETARY, TREASURER AND CHIEF FINANCIAL OFFICER
Since 2005 to present, Ms. Dumyn has been the chief financial officer and
corporate secretary of Exploration Syndicate, Inc., a private mineral
exploration company based in Caledon, Ontario, Canada. She is responsible for
the functions of financial reporting, planning, practices, financial stability
and liquidity as well as managed all corporate records and filings.
Since April of 2010, Ms. Dumyn has been the corporate director and a member of
the audit committee of Kaskattama Inc., a renewable energy and mineral resources
investment and development company based in Toronto, Ontario, Canada.
Since April of 2010, Ms. Dumyn has been the corporate secretary of American
Lithium Minerals, Inc., a U.S. based mineral explorations company focused on the
development of lithium and boron resources in Nevada. Her responsibilities
include maintaining the company's books and records and filing of reports in
accordance with the requirements of the Securities Exchange Commission.
Ms. Dumyn resides in Caledon, Ontario.
DR. H. NEVILLE RHODEN - DIRECTOR
Dr. Rhoden has experience in both exploration and mine development for base and
precious metals. In his extensive career he has worked for Rio Tinto Minera
(Spain) as exploration manager, South America regional manager for BP Minerals,
and general manager for BP Minerals International in Mexico. Dr. Rhoden was
Vice-President of Minerex Resources (US) and oversaw the development and
operation of their open pit heap-leach mine in Nevada.
Dr. Rhoden has worked in many countries in North and South America as well as
Africa and Asia, and visited many mines in Australia. As a consulting geologist
he engaged in preparing resource evaluations, exploration programs,
pre-feasibility studies and reports for stock exchanges. Dr. Rhoden's clients
included Anglo American, Placer Dome, Newmont Overseas Exploration, Kazakhstan
Minerals, Ecuadorian Minerals and others.
Dr. Rhoden was a founding Director of Exploration Syndicate, Inc. to August 2010
and served as Chair of the Board of Directors between July 2006 and November
2009.
Dr. Rhoden received a PhD (Mining Geology) at the Royal School of Mines,
Imperial College, London UK. Dr. Rhoden is a certified member of the American
Institution of Professional Geologists, and a member of the Society of Mining
Engineers among other professional associations.
Dr. Rhoden resides in Reno, Nevada.
3
LELAND VERNER - DIRECTOR
Since 1982, Mr. Verner has been the president of Illyria Inc., an independent
advisory firm based in Toronto responsible for the activities of the company.
Illyria Inc. integrates business strategy into corporate and shareholder value
for clients with an emphasis on industry intelligence, business model analysis
and a singular focus on creating shareholder value from events and transactions.
Mr. Verner is also a director and chairman of Avante Security Corp. Mr. Verner
was chairman and chief executive officer of Invesprint Corporation and chairman
of Vincor International Inc., both Toronto Stock Exchange listed companies. Mr.
Verner is a graduate of Ryerson Polytechnical Institute, Faculty of Business in
1968.
Mr. Verner resides in Toronto, Ontario.
Our board of directors now consists of Wayne Parsons, J. Trevor Eyton, Hugh
Aird, Dr. H. Neville Rhoden and Leland Verner.
There have been no transactions between our company and Mr. Eyton, Mr. Aird, Ms.
Dumyn, Dr. Rhoden and Mr. Verner since the company's last fiscal year which
would be required to be reported herein.
4
SIGNATURES
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.
AMERICAN PARAMOUNT GOLD CORP.
/s/ Ann Dumyn
------------------------------
Ann Dumyn
Secretary/Treasurer/CFO
Date: October 12, 2010
