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):  October 4, 2011
 
MENDOCINO BREWING COMPANY, INC.
(Exact name of issuer as specified in its charter)
 
California
(State or Other Jurisdiction of Incorporation)
 
0-22524
68-0318293
(Commission File No.)
(IRS Employer Identification Number)

1601 Airport Road, Ukiah, California
95482
(Address of principal executive offices)
(Zip Code)
(707) 463-6610
(Registrant’s Telephone Number, Including Area Code)
 
N/A
(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 (see General Instruction A.2. below):
 
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
o
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 Vote of Security Holders
 
At the annual meeting of shareholders held by Mendocino Brewing Company, Inc. (the "Company") on October 4, 2011, in Ukiah, California, the Company's shareholders approved the two proposals listed below.  The proposals are described in detail in the Company's Proxy Statement dated August 29, 2011.
 
The following proposals were adopted by the margins indicated:
 
1.           To elect seven (7) directors to hold office until the next annual meeting or until their successors are duly elected and qualified.
 
NOMINEE
VOTES FOR
VOTES AGAINST
BROKER
NON-VOTES*
% OF VOTES CAST FOR
Scott R. Heldfond
10,332,596
53,058
425,122
99.49%
H. Michael Laybourn
10,335,046
50,608
425,122
99.51%
Dr. Vijay Mallya
10,334,446
51,208
425,122
99.51%
Jerome G. Merchant
10,332,696
52,958
425,122
99.49%
Sury Rao Palamand
10,334,346
51,308
425,122
99.51%
Kent D. Price
10,334,696
50,958
425,122
99.51%
Yashpal Singh
10,330,264
55,390
425,122
99.47%
 
* Broker non-votes occur when a broker, bank or other nominee holding shares for a beneficial owner does not vote on a particular matter because such broker, bank or other nominee does not have discretionary authority to vote on that matter and has not received voting instructions from the beneficial owner.  Broker non-votes had no effect on the outcome of this proposal since the election of directors is based on the votes actually cast.
 
2.           To ratify the appointment of PMB Helin Donovan, LLP the Company's registered independent public accounting firm for the fiscal year ending December 31, 2011.
 
VOTES FOR
VOTES AGAINST
VOTES ABSTAIN
BROKER NON-VOTES
% OF VOTES CAST FOR
10,752,092
34,029
24,655
0
99.46%

 
 
 

 
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.
 
 
MENDOCINO BREWING COMPANY, INC.
(Registrant)
 
       
Date: October 10, 2011
By:
/s/ Mahadevan Narayanan  
   
Mahadevan Narayanan
 
   
Chief Financial Officer & Corporate Secretary