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): December 27, 2011
WNC California Housing Tax Credits II, L.P.
(Exact name of registrant as specified in its charter)
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California
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0-20056
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33-0433017
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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17782 Sky Park Circle, Irvine, CA
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92614
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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: (949) 236-8100
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N/A
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(Former name or former address, if changed since last report)
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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.
As previously disclosed in definitive consent solicitation materials filed by the registrant on November 16, 2011, the registrant has conducted a solicitation of consents from its security holders to a proposal.
The proposal entailed approval of the sale of the registrant's interest in another entity. Majority approval of the proposed plan of liquidation was received on December 27, 2011.
Security holders were entitled to one vote for each security held. The result of the solicitation for the proposal as of December 27, 2011 is as follows:
A total of 11,385.75 votes were received, of which 9,050.59 (51.1% of the total outstanding) were in favor of the proposal, 1,831.16 (10.3%) were in opposition, and 477 (2.7%) were in abstention.
As stated above, the solicitation was conducted through written consents. No meeting of the registrant’s security holders was held.
Item 9.01. Financial Statements and Exhibits.
None
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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Dated: December 27, 2011
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WNC CALIFORNIA HOUSING TAX CREDITS II, L.P.
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By:
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/s/ MELANIE R.WENK
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Name:
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Melanie R. Wenk
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Title:
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Vice President - Chief Financial Officer of
WNC & Associates, Inc., General Partner of
General Partner of registrant
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