- Current report filing (8-K)
10 June 2010 - 8:00PM
Edgar (US Regulatory)
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 4, 2010
United America Indemnity,
Ltd.
(Exact name of registrant as
specified in its charter)
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Cayman Islands
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000-50511
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98-0417107
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(State or other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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Walker House
87 Mary
Street
George Town
Grand Cayman
Cayman
Islands
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KY1-9002
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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:
(345) 949-0100
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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:
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))
1
Item 5.07 Submission of Matters
to a Vote of Security Holders
On June 4, 2010, United America
Indemnity, Ltd. (the “Company”) held its 2010 Annual General
Meeting of shareholders (the “Annual General Meeting”). The
proposals submitted to a vote of the shareholders at the meeting are described
in detail in the Company’s definitive proxy statement filed with the
Securities and Exchange Commission on April 30, 2010. The final results of
voting for each matter are as follows:
Proposal 1: Election of directors
The following individuals were elected
to the Company’s Board of Directors to hold office for the term expiring
at the 2011 Annual General Meeting of shareholders or until their successors
are elected and qualified:
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Votes For
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Votes Against
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Abstain
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Broker non-votes
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Saul A. Fox
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259,548,930
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14,722,473
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4,453
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2,210,264
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Larry A. Frakes
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266,644,007
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7,627,396
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4,453
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2,210,264
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Stephen A. Cozen
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261,963,509
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12,307,894
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4,453
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2,210,264
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James R. Kroner
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265,452,786
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8,818,617
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4,453
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2,210,264
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Michael J. Marchio
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263,141,002
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11,130,401
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4,453
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2,210,264
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Seth J. Gersch
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266,609,759
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7,661,644
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4,453
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2,210,264
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Chad A. Leat
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263,938,112
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10,333,291
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4,453
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2,210,264
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Proposal 2: Ratification of the
appointment of PricewaterhouseCoopers LLP as the Company’s independent
registered public accounting firm for 2010 and to authorize the Company’s
Board of Directors, acting through its Audit Committee, to set the fees for
PricewaterhouseCoopers LLP.
The proposal was approved by the
following vote:
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Votes For
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Votes Against
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Abstain
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Broker non-votes
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272,371,117
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1,900,686
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4,053
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2,210,264
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Proposal 3: Wind River Reinsurance
Company, Ltd.
The following
individuals were elected to Wind River Reinsurance Company’s Board of
Directors:
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Votes For
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Votes Against
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Broker non-votes
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Alan Bossin
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272,953,559
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1,322,297
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2,210,264
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Larry A. Frakes
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272,985,981
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1,289,875
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2,210,264
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Troy W. Santora
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272,953,659
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1,322,197
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2,210,264
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Janita Burke (alternative director)
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272,953,659
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1,322,197
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2,210,264
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2
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B.
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Ratification of the appointment of PricewaterhouseCoopers, Hamilton,
Bermuda as the independent auditor of Wind River Reinsurance Company, Ltd. for
2010.
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The proposal was
approved by the following vote:
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Votes
For
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Votes Against
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Abstain
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Broker
non-votes
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275,070,555
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1,407,531
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8,034
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—
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3
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.
UNITED AMERICA INDEMNITY, LTD.
DATE: June 10, 2010
By:
/s/ Thomas M. McGeehan
Thomas M. McGeehan
Chief Financial Officer (Authorized Signatory and
Principal Financial
and Accounting Officer)
4
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