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): June 2, 2011

MACQUARIE INFRASTRUCTURE COMPANY LLC
(Exact name of Registrant as specified in its charter)

Delaware

 

001-32384

 

43-2052503

(State or other jurisdiction

of incorporation)

Commission File Number

(I.R.S. Employer Identification

Number)

125 West 55th Street,

New York, New York

 

10019

(Address of principal executive offices)

(Zip code)

(212) 231-1000
(Registrant’s telephone number, including area code)

N.A.
(Former name or former address, if changes 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 Instruction A.2. below):

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 5.07   Submission of Matters to a Vote of Security Holders

On June 2, 2011, Macquarie Infrastructure Company LLC (the “Company”) held its annual meeting of shareholders. A brief description of each matter voted upon at the annual meeting, including the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes with respect to each matter follows. Of the total 45,851,527 LLC interests outstanding as of the record date of April 4, 2011 that were entitled to vote, 38,035,471 LLC interests were represented at the meeting, either in person or by proxy.

The matters voted upon and the results of the vote at the annual meeting of shareholders were as follows:

Proposal 1 – Election of Independent Directors: The Company’s shareholders voted to elect the following individuals as independent directors to serve for a one-year term with the votes shown:

Nominee Votes For Votes Withheld

Broker Non-Votes

 
Norman H. Brown, Jr. 26,023,288 122,495 11,889,688
 
George W. Carmany, III 26,018,218 127,565 11,889,688
 
William H. Webb 26,011,858 133,925 11,889,688



Proposal 2 – Ratification of Selection of Independent Auditor The Company’s shareholders ratified the audit committee’s selection of KPMG LLP as the Company’s independent auditor for the fiscal year ending December 31, 2011 with the votes shown:

Votes For   Votes Against   Abstentions
37,828,401 139,578 67,492



Proposal 3 – Advisory Resolution on Executive Compensation

Votes For   Votes Against   Abstentions
24,995,232 582,059 568,492



Proposal 4 – Advisory vote on the Frequency of Future Advisory Votes on Executive Compensation

One Year   Two Years   Three Years   Four Years
 
25,127,572 121,264 426,741 470,741


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated:

June 3, 2011

 

 
 

MACQUARIE INFRASTRUCTURE

COMPANY LLC

 
 

 

 

By:

/s/ James Hooke

Name:

James Hooke

Title:

Chief Executive Officer