SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR
15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April 2019
Prana Biotechnology Limited
(Name of Registrant)
Level 3, 460 Bourke Street, Melbourne, VIC 3000, Australia
(Address of Principal Executive Office)
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 by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- _____
This Form 6-K is being incorporated by reference into the Registrant’s Registration Statements on Form F-3 (File No. 333-220886) and Form S-8 (File No. 333-228671).
PRANA BIOTECHNOLOGY LIMITED
| 6-K | Items |
| 1. | Results of Meeting |
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.
| PRANA BIOTECHNOLOGY LIMITED | |||
| (Registrant) | |||
| By: | /s/ Geoffrey Kempler | ||
| Geoffrey Kempler, | |||
| Executive Chairman | |||
April 5, 2019
COMPANY ANNOUNCEMENT
(ASX: PBT)
RESULTS OF GENERAL MEETING
Friday, 5th April 2019
The Company wishes to advise that all resolutions contained in the Notice of Meeting were carried on a show of hands.
In accordance with ASX Listing rule 3.13.2 and Section 251AA(1) of the Corporations Act 2001, the following page provides information in relation to the proxy votes received for each resolution considered by Members of the Company at the General Meeting held today at 11:00 a.m. (AEDT).
The Chairman voted undirected proxies in his control in favour of all resolutions.
Resolution 5 is a special resolution and required 75% approval to be passed. This threshold has been achieved and the resolution passed.
The Company will make further announcements when shares and warrants are issued to Life Biosciences and under the placement, and the change of the Company’s name approved at today’s meeting is completed. The elections of Dr Sinclair and Mr Edwards will also take effect at closing of the issue of shares and warrants to Life Biosciences.
On behalf of the Board
Phillip Hains
Company Secretary
Prana Biotechnology Limited
Level 3, 62 Lygon Street, Carlton Victoria Australia 3053
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Telephone: 61 3 9824 5254 Facsimile: 61 3 9822 7735 |
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Prana Biotechnology Limited
General Meeting
Friday, 05 April 2019
Voting Results
The following information is provided in accordance with section 251AA(2) of the Corporations Act 2001 (Cth).
| Resolution details | Instructions given to validly appointed proxies (as at proxy close) |
Number of votes cast on the poll (where applicable) |
Resolution Result | |||||||||
| Resolution | Resolution Type | For | Against | Proxy's Discretion |
Abstain | For | Against | Abstain* | Carried / Not Carried | |||
| 1 Approval of transaction with Life Biosciences LLC | Ordinary | 81,601,403 | 10,093,268 | 2,614,310 | 585,348 | Carried on a show of hands | Carried | |||||
| 2 Approval of the Company acquiring a relevant interest in its own shares | Ordinary | 58,302,214 | 10,361,628 | 2,654,310 | 23,576,177 | Carried on a show of hands | Carried | |||||
| 3 Election of Dr David Sinclair as a Director | Ordinary | 79,303,094 | 10,309,755 | 2,614,310 | 2,667,170 | Carried on a show of hands | Carried | |||||
| 4 Election of Mr Tristan Edwards as a Director | Ordinary | 79,139,634 | 10,358,815 | 2,614,310 | 2,781,570 | Carried on a show of hands | Carried | |||||
| 5 Change of name | Special | 75,754,713 | 12,463,395 | 2,614,310 | 4,061,911 | Carried on a show of hands | Carried | |||||
| 6 Ratification of prior issue of shares | Ordinary | 39,356,981 | 11,842,887 | 2,619,310 | 2,784,851 | Carried on a show of hands | Carried | |||||
| 7 Approval of issue of shares and warrants | Ordinary | 77,115,081 | 12,295,547 | 2,641,110 | 2,842,591 | Carried on a show of hands | Carried | |||||
* Votes cast by a person who abstains on an item are not counted in calculating the required majority on a poll.