UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For August 30, 2010
Commission File Number: 001-33916
GEROVA FINANCIAL GROUP, LTD.
Cumberland House, 5th Floor
1 Victoria Street
Hamilton, HM 11
Bermuda
(Address of Principal Executive Offices)
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 Q 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 x
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-___.
Other Events
As indicated in our Form 6-K dated August 16, 2010, an extraordinary general meeting (the “EGM”) of the shareholders of Gerova Financial Group, Ltd. (“Gerova”) was to be held on August 30, 2010.
At the EGM, the following resolutions were approved:
| · | the continuance of Gerova as an exempted company under the laws of Bermuda and the de-registration of Gerova as a company under the laws of the Cayman Islands; |
| · | the new organizational documents of Gerova in Bermuda; and |
| · | the granting to the Gerova board of directors the express authority to change the name of Gerova. |
On September 1, 2010, Gerova issued a press release announcing the results of the EGM and also announced that its Bermuda reinsurance subsidiary, GEROVA Reinsurance Ltd., has received its Certificate of Registration as a Long-Term Insurer from the Bermuda Monetary Authority. A copy of the press release is annexed hereto as Exhibit 99.1 and incorporated herein by reference.
Where to Find Additional Information
Gerova is a foreign private issuer. As such, the dates on which it is required to file annual or periodic reports under the Securities Exchange Act of 1934, as amended, are not the same as are required for domestic issuers. In addition certain proxy statements and related materials sent to shareholders are not subject to review and comment by the Securities and Exchange Commission (the “SEC”). Copies of all documents filed by Gerova will be available at the website maintained by the SEC at www.sec.gov. Copies of such filings can also be obtained, without charge, by directing a request to Gerova at the address on the cover page of this report.
Exhibits
| Exhibit Number | Description |
| | |
| 99.1 | Press Release of Gerova Financial Group, Ltd. dated September 1, 2010. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 6-K to be signed on its behalf by the undersigned, hereunto duly authorized.
| | GEROVA FINANCIAL GROUP, LTD. |
| | | |
| September 1, 2010 | By: | |
| | | /s/ Joseph J. Bianco |
| | | Joseph J. Bianco |
| | | Chief Executive Officer |
