-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QxLmrMRJp2SQZi3oLHoqt4ebdImE93hLXHg3e/ssy6bjC+lDRnhkj6wbDSDQiHs+ 6GBP2ZgZNySgKSHrTL/dLA== 0001015402-05-003331.txt : 20050706 0001015402-05-003331.hdr.sgml : 20050706 20050706125626 ACCESSION NUMBER: 0001015402-05-003331 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050705 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050706 DATE AS OF CHANGE: 20050706 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AURORA GOLD CORP CENTRAL INDEX KEY: 0001037049 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 133945947 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24393 FILM NUMBER: 05939769 BUSINESS ADDRESS: STREET 1: PO BOX 3711 STN TERMINAL STREET 2: 349 WEST GEORGIA STREET, VANCOUVER CITY: BC CANADA V6B 3Z1 STATE: A1 ZIP: 00000 BUSINESS PHONE: 604-687-4432 MAIL ADDRESS: STREET 1: PO BOX 3711 STN TERMINAL STREET 2: 349 WEST GEORGIA STREET, VANCOUVER CITY: BC CANADA V6B 3Z1 STATE: A1 ZIP: 00000 8-K 1 body.txt AURORA GOLD CORP 8-K 07-05-2005 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 Act of 1934 Date of Report (Date of earliest event reported) July 5, 2005 AURORA GOLD CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-24393 13-3945947 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3540 West 41st Avenue, Suite 204, Vancouver BC Canada V6N 3E6 (Address of principal executive offices) (Zip Code) Registrant's Telephone Number, Including the area code: (604) 687-4432 (Former name or former address, if changed from 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 Information 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)) AURORA GOLD CORPORATION - ----------------------- Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers The Board of Directors of the Company announces that Klaus Peter Eckhof has joined the Board of Directors' of the Company. Mr. Eckhof is a qualified geologist and member of the Australian Institute of Mining and Metallurgy. Mr. Eckhof is President and a Director of Moto Gold Mines and African Metals Corporation. Item 8.1 Other Events The Board of Directors of the Company announces that the proposal to consolidate the issued and outstanding common shares of the Company on the basis of every thirty common shares of the Company being consolidated into one common share of the Company was not approved at the June 10, 2005 Annual General Meeting of Shareholders. Item 9.01 Financial Statements and Exhibits (c) Exhibits: News Release dated July 5, 2005 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 thereunto duly authorized. AURORA GOLD CORPORATION Date: July 5, 2005 by: /s/ A. Cameron Richardson - ------------------ ------------------------- A. Cameron Richardson President and Director 2 EX-99.1 2 ex99_1.txt EXHIBIT 99.1 Exhibit Index: - -------------- Exhibits: News Release dated July 5, 2005 AURORA GOLD CORPORATION NEWS RELEASE 01-2005 July 5, 2005 Trading Symbol: ARXG (NASD OTCBB) NEWS RELEASE ------------ AURORA GOLD CORPORATION (the "Company") announces that the proposal to consolidate the issued and outstanding common shares of the Company on the basis of every thirty common shares of the Company being consolidated into one common share of the Company was not approved at the June 10, 2005 Annual General Meeting of Shareholders. The Company announces that David Jenkins, the founder of the Company and president from June 1995 to May 2001, resigned as a Director effective June 15, 2005 to pursue other interests. The Company wishes to thank Mr. Jenkins for his continued advice, support and efforts on behalf of the Company. The Company is pleased to announce that Klaus Peter Eckhof has joined the Board of Directors' of the Company. Mr. Eckhof is a qualified geologist and member of the Australian Institute of Mining and Metallurgy. Mr. Eckhof is President and a Director of Moto Gold Mines and African Metals Corporation. Aurora Gold Corporation is a mineral exploration company whose stock trades under the symbol "ARXG" on the NASD OTC Bulletin Board. ON BEHALF OF THE BOARD "Cameron Richardson" Cameron Richardson President and Director This press release includes "Forward-Looking Statements" within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included herein, including without limitation, statements regarding potential mineralization and reserves, exploration results and future plans and objectives of the Company are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations are disclosed under the heading "Risk Factors" and elsewhere in the Company's documents filed from time to time with the United States Securities and Exchange Commission and other regulatory authorities. All dollar amounts are expressed in US dollars unless otherwise stated. -----END PRIVACY-ENHANCED MESSAGE-----