UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 28, 2011
Adherex Technologies Inc.
(Exact Name of Registrant as Specified in its Charter)
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Canada
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001-32295
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20-0442384
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(State or other jurisdiction of incorporation
or organization)
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(Commission File Number)
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(IRS Employer Identification No.)
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PO Box 136285, 68 TW Alexander Drive
Research Triangle Park, North Carolina
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27709
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant's Telephone Number, Including Area Code:
(919) 636-4530
Not applicable
(Former name, former address, and formal fiscal year, 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 ( see General Instruction A.2. below):
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)
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Item 5.07 Submission of Matters to a Vote of Security Holders
On June 28, 2011, Adherex Technologies Inc. (the “Company”) held an annual and special meeting of shareholders (the “Meeting”). The shareholders approved all proposals considered at the Meeting and approved all nominees of the Company for director, as follows:
1. The following six (6) nominees were elected to serve as directors, each to serve until the next annual meeting of shareholders of the Company or until their respective successor shall have been duly elected or duly appointed:
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Name of Nominee
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Votes For
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Votes Withheld
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Abstentions
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Broker Non-
Votes
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Robert C. Andrade
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289,257,042 | 339,618 | 41,777,230 |
Not Applicable
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William G. Breen
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289,257,042 | 339,618 | 41,777,230 |
Not Applicable
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Claudio F. Bussandri
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289,257,042 | 339,618 | 41,777,230 |
Not Applicable
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David Lieberman
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289,257,042 | 339,618 | 41,777,230 |
Not Applicable
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Arthur T. Porter
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289,257,042 | 339,618 | 41,777,230 |
Not Applicable
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Rostislav Raykov
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289,257,042 | 339,618 | 41,777,230 |
Not Applicable
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2. The resolution to re-appoint Deloitte & Touche LLP as independent registered public accounting firm of the Company and to authorize the Board of Directors to fix their remuneration was approved based on the following vote:
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Votes For
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330,892,147 | |||
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Votes Withheld
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481,742 | |||
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Abstentions
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1 | |||
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Broker Non-Votes
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Not Applicable
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3. The special resolution to consolidate the Company’s outstanding common shares, at the direction of the Board of Directors, based on a range between a one (1) for fifteen (15) basis to a one (1) for twenty (20) basis was approved based on the following vote:
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Votes For
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327,862,745 | |||
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Votes Withheld
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3,511,145 | |||
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Abstentions
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0 | |||
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Broker Non-Votes
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Not Applicable
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4. The special resolution to continue from the laws of Canada under the Canada Business Corporation Act to the laws of British Columbia in accordance with Section 302 of the Business Corporations Act (British Columbia) was approved based upon the following vote:
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Votes For
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289,200,965 | |||
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Votes Withheld
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395,695 | |||
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Abstentions
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41,777,320 | |||
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Broker Non-Votes
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Not Applicable
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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.
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Adherex Technologies Inc.
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Dated: July 1, 2011
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By:
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/s/ Robert Andrade
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Robert Andrade, Chief Financial Officer
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