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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
The Thomson Corporation |
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(Translation of registrants name into English) | ||||
Ontario | ||||
(Jurisdiction of incorporation or organization) | ||||
Metro Center, One Station Place Stamford, Connecticut 06902 United States |
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(Address of principal executive office) |
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Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: [ ] Form 20-F [x] Form 40-F | ||||
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ] | ||||
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ] | ||||
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934: [ ] Yes [x] No | ||||
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): n/a |
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. |
The Thomson Corporation | ||
Date: May 10, 2005 | By: |
/s/ Deirdre Stanley |
Name: | Deirdre Stanley | |
Title: | Senior Vice President and General Counsel | |
Exhibit No. | Description | |
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99.1 | Report of Voting Results from the Thomson Annual and Special Meeting of Shareholders, dated May 10, 2005 | |
EXHIBIT 99.1
[THOMSON LOGO]
May 10, 2005
The Thomson Corporation
Report of Voting Results
In accordance with Section 11.3 of National Instrument 51-102, the following describes the matters voted upon and the outcome of the votes at the annual and special meeting of shareholders of The Thomson Corporation (the Company) held on May 4, 2005 in Toronto, Ontario. Each of the matters set out below is described in greater detail in the Notice of Annual and Special Meeting of Shareholders and Management Information Circular mailed to shareholders prior to the meeting.
This Report of Voting Results also specifies the number of proxies voted for and against and withheld from voting. The summary of votes submitted by proxy is provided for informational purposes only and does not reflect official results of voting, which was conducted by a show of hands.
1. Election of Directors
By a resolution passed by a majority of the votes cast by a show of hands, all of the 16 nominees were elected as directors to hold office until the next annual meeting of shareholders or until the director resigns or a successor is elected or appointed. Management received proxies to vote on this matter as follows:
Nominee | Votes For | % Votes For | Votes Withheld | % Votes Withheld | ||||||||||||
David K.R. Thomson |
504,168,394 | 96.40 | 18,830,960 | 3.60 | ||||||||||||
W. Geoffrey Beattie |
497,096,223 | 95.05 | 25,903,131 | 4.95 | ||||||||||||
Richard J. Harrington |
503,517,013 | 96.27 | 19,482,341 | 3.73 | ||||||||||||
Ron D. Barbaro |
522,671,103 | 99.94 | 328,251 | 0.06 | ||||||||||||
Mary A. Cirillo |
522,663,263 | 99.94 | 336,091 | 0.06 | ||||||||||||
Robert D. Daleo |
503,505,525 | 96.27 | 19,493,829 | 3.73 | ||||||||||||
Steven A. Denning |
522,084,708 | 99.83 | 914,646 | 0.17 | ||||||||||||
V. Maureen Kempston Darkes, O.C. |
499,175,724 | 95.44 | 23,823,630 | 4.56 | ||||||||||||
Roger L. Martin |
522,680,938 | 99.94 | 318,074 | 0.06 | ||||||||||||
Vance K. Opperman |
522,680,401 | 99.94 | 318,953 | 0.06 | ||||||||||||
David H. Shaffer |
503,505,150 | 96.27 | 19,494,204 | 3.73 | ||||||||||||
John M. Thompson |
522,679,028 | 99.94 | 320,326 | 0.06 | ||||||||||||
Kenneth R. Thomson |
503,508,647 | 96.27 | 19,490,707 | 3.73 | ||||||||||||
Peter J. Thomson |
503,288,224 | 96.23 | 19,711,130 | 3.77 | ||||||||||||
Richard M. Thomson, O.C. |
518,729,443 | 99.18 | 4,269,911 | 0.82 | ||||||||||||
John A. Tory |
496,900,700 | 95.01 | 26,098,654 | 4.99 | ||||||||||||
2. Appointment of Auditors
By a resolution passed by a majority of the votes cast by a show of hands, PricewaterhouseCoopers LLP were reappointed as the auditors of the Company to hold office until the next annual meeting of shareholders and the directors were authorized to fix their remuneration. Management received proxies to vote on this matter as follows:
Votes For | % Votes For | Votes Withheld | % Votes Withheld | |||||||||
521,816,644
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99.78 | 1,156,544 | 0.22 | |||||||||
3. 2005 Employee Stock Purchase Plans
By a resolution passed by a majority of the votes cast by a show of hands, the 2005 employee stock purchase plans were approved. Management received proxies to vote on this matter as follows:
Votes For | % Votes For | Votes Against | % Votes Against | |||||||||
501,379,344
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96.27 | 19,438,736 | 3.73 | |||||||||
4. Amended and Restated 2000 Stock Incentive Plan
By a resolution passed by a majority of the votes cast by a show of hands, the amended and restated 2000 stock incentive plan was approved. Management received proxies to vote on this matter as follows:
Votes For | % Votes For | Votes Against | % Votes Against | |||||||||
489,422,177
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93.97 | 31,394,857 | 6.03 | |||||||||
Yours very truly,
/s/ Paula R. Monaghan
Paula R. Monaghan Assistant Secretary |