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): September 23, 2013
SGB INTERNATIONAL HOLDINGS
INC.
(Exact name of registrant as specified in its
charter)
| British Columbia | 000-53490 | N/A |
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
No. 25 Jia He Road, Xinjing Centre, Unit
C2606
Siming District, Xiamen City, Fujian Province
PRC
China 362300
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code:
+86-1361930299
Registrant’s fax number, including area code:
+86-05972265123
Not Applicable
(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 5.07 Submission of Matters to a Vote of Security Holders.
On September 23, 2013, SGB International Holdings Inc. (“SGB” or the “Company”) held its Annual and Special Meeting of Shareholders for the following purposes:
| 1. |
To set the number of directors for the ensuing year at three (3). | |
| 2. |
To elect Longwen Lin, Peifeng Huang and Yi Zhang as directors of the Company for the ensuing year. | |
| 3. |
To appoint MNP LLP, Chartered Accountants, as the auditors of the Company for the ensuing year, at a remuneration to be fixed by the directors. | |
| 4. |
To authorise the board of the Company to dispose all the fixed assets of the Company, includes but not limited to equipment and plant that are due for retirement (“Proposed Disposed Assets”). | |
| 5. |
To approve the fund raising of RMB200 million for use in procuring new equipment replacing the Proposed Disposed Assets and improving the mining’s facilities. |
All proposals were approved by the shareholders. The proposals are described in detail in the Company’s Notice of Annual Meeting of Shareholders and Information Circular filed with the Securities and Exchange Commission on September 5, 2013. The results of each voting proposal were as follows:
(1) Proposal to set the number of directors for the ensuing year at three (3):
| For | Against | Abstentions | Broker Non-Votes |
| 336,059,812 | Nil | Nil |
(2) Election of Directors:
| Nominee | For | Withheld | Broker Non-Votes |
| Shibi Chen | 336,059,812 | Nil | |
| Peifeng Huang | 336,059,812 | Nil | |
| Wensi Lin | 336,059,812 | Nil |
(3) Proposal to ratify MNP LLP as the Company’s Independent Registered Public Accounting Firm:
| For | Against | Abstentions | Broker Non-Votes |
| 336,059,812 | Nil | Nil |
(4) Proposal to dispose of all of the Proposed Disposed Assets as a special resolution:
| For | Against | Abstentions | Broker Non-Votes |
| 336,059,812 | Nil | Nil |
(5) Proposal to fund raising of RMB200 million for use in procuring new equipment replacing the Proposed Disposed Assets:
| For | Against | Abstentions | Broker Non-Votes |
| 336,059,812 | Nil | Nil |
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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.
SGB INTERNATIONAL HOLDINGS INC.
|
Per: |
/s/ Peifeng Huang |
|
|
Peifeng Huang |
||
|
Chief Financial Officer |
||
|
September 30, 2013 |
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