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)September 12, 2017
COUNTERPATH CORPORATION
(Exact name of registrant as specified in its charter)
Nevada
(State or other jurisdiction of incorporation)
000-35592
(Commission File Number)
20-0004161
(IRS Employer Identification No.)
300-505 Burrard Street, Vancouver, British Columbia, Canada V7X 1M3
(Address of principal executive offices and Zip Code)
604.320.3344
Registrant’s telephone number, including area code
N/A
(Former name or former address, if changed since 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:
[ ] 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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b -2 of this chapter).
Emerging growth company [ ]
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On September 12, 2017, we held our annual meeting of shareholders of our company. The final voting results for each of the proposals submitted to a vote of the shareholders are set forth below.
Election of Directors
At the meeting, the shareholders voted on the election of the directors with the following votes:
| | For | Against | Withheld/Abstain | Non-Votes |
| Chris Cooper | 3,538,015 | 2,001 | 603 | 636,111 |
| | | | | |
| Donovan Jones | 3,532,209 | 5,705 | 2,705 | 636,111 |
| | | | | |
| Bruce Joyce | 3,538,015 | 2,001 | 603 | 636,111 |
| | | | | |
| Owen Matthews | 3,538,015 | 2,001 | 603 | 636,111 |
| | | | | |
| Terence Matthews | 3,538,011 | 2,005 | 603 | 636,111 |
| | | | | |
| Larry Timlick | 3,538,011 | 2,005 | 603 | 636,111 |
| | | | | |
| Steven Bruk | 3,538,011 | 2,005 | 603 | 636,111 |
As a result, each of Chris Cooper, Donovan Jones, Bruce Joyce, Owen Matthews, Terence Matthews, Larry Timlick and Steven Bruk was elected as a director of our company until the next annual meeting of shareholders in 2018 and until such director's successor is elected and has been qualified, or until such director's earlier death, resignation or removal.
Appointment of BDO Canada LLP, Chartered Professional Accountants
At the meeting, the shareholders ratified the selection of BDO Canada LLP, Chartered Professional Accountants, as our company’s independent registered public accounting firm for the year ending April 30, 2018 and the authorization of our board of directors to fix their remuneration with the following votes:
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| For | Against | Withheld/Abstain | Non-Votes |
| 4,174,960 | 1,190 | 580 | 0 |
Increase in the number of shares issuable under Deferred Share Unit Plan
At the meeting, the disinterested shareholders approved an increase in the number of shares issuable under our company’s Deferred Share Unit Plan by 200,000 shares with the following votes:
| For | Against | Withheld/Abstain | Non-Votes |
| 811,014* | 25,421 | 431 | 636,111 |
*Excludes 2,703,753 shares owned and voted by insiders of our company who may benefit directly or indirectly from the amendment.
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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.
COUNTERPATH CORPORATION
| By: | /s/ David Karp | |
| | David Karp | |
| | Chief Financial Officer | |
| | | |
| Dated: | September 14, 2017 | |
