SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934
For the day of: March 4, 2009
Commission File Number 001-32500
TANZANIAN ROYALTY EXPLORATION CORPORATION
(Registrant's name)
404-1688 152nd Street
South Surrey, BC V4A 4N2
Canada
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F P
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 ___
No P
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
Attached hereto asExhibit1 and incorporated by reference herein is the Registrant's Report of Voting Results of the Annual General Meeting of Shareholders held on February 26, 2009.
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.
Tanzanian Royalty Exploration Corporation
(Registrant)
“James Sinclair”
Date: March 4, 2009
James E. Sinclair, Chief Executive Officer
Exhibit 1
TANZANIAN ROYALTY EXPLORATION CORPORATION
(the “Corporation”)
Annual General Meeting of Shareholders
held on February 26, 2009
REPORT OF VOTING RESULTS
Section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations
Of the proxies received, the following shares were voted For/Against/Withheld:
1.
Fix the Number of Directors
The following were the results to fix the number of directors at nine (9):
Votes For | % | Votes Against |
47,186,026 | 99.27 | 347,438 |
2.
Election of Directors
The following were the results of the election of directors of the Company:
Name of Nominee | Votes For | % | Votes Withheld |
James E. Sinclair | 47,460,772 | 99.85 | 72,693 |
Marek J. Kreczmer | 46,071,946 | 96.93 | 1,461,519 |
Anton Esterhuizen | 45,720,017 | 96.22 | 1,794,801 |
William Harvey | 47,037,283 | 98.96 | 496,182 |
Ulrich Rath | 46,605,303 | 98.05 | 928,162 |
Rosalind Morrow | 47,276,008 | 99.46 | 257,457 |
Norman Betts | 47,173,104 | 99.24 | 360,361 |
Jonathan Deane | 45,726,370 | 96.24 | 1,788,448 |
Joseph Kahama | 47,423,324 | 99.77 | 110,141 |
3.
Appointment of Auditors
The following were the results to appoint KPMG LLP as auditors of the Company and authorizing the Directors to fix auditor’s remuneration:
Votes For | % | Votes Withheld |
47,426,191 | 99.77 | 107,275 |
TANZANIAN ROYALTY EXPLORATION CORPORATION
“Helen Hansen”
Helen Hansen, Corporate Secretary