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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended May 31, 2006
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________________ to ________________
NEVADA STAR RESOURCE CORP.
(Exact name of registrant as specified in its charter)
Yukon Territory, Canada | 000-25489 | 98-0155690 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
10735 Stone Avenue North Seattle, Washington, USA | | 98133 |
(Address of principal executive offices) | | (Zip Code) |
425-467-1836
(Issuer's telephone number, including area code)
Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for at least the past 90 days. Yes (X) No ( )
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ( ) No (X)
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be filed by Section l2, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes ( ) No ( )
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date. 84,269,287 shares
Transitional Small Business Disclosure Format (check one) Yes ( ) No (X)
SEC 2334 (3-03) | Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form |
| displays a currently valid OMB control number. | |
| | | |
NEVADA STAR RESOURCE CORP.
FORM 10-QSB
FOR THE QUARTERLY PERIOD ENDED MAY 31, 2006
PART I. - FINANCIAL INFORMATION
The Registrant falls within the provisions of Rule 13a-13(c)(2) of the Securities Exchange Act of 1934, as amended, and claims exemption thereunder from the requirement to file Part I.
PART II - OTHER INFORMATION
Items deleted are not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
On April 11, 2006, management of the Company adjourned the annual general and special meeting of shareholders to May 5, 2006. The Board of Directors determined that adjourning the meeting was in the best interests of the Company and its shareholders, in order to ensure that all shareholders were provided with the opportunity to vote on the resolutions presented. The reconvened meeting was held on May 5, 2006. The following matters were submitted to a vote of the shareholders at the reconvened meeting:
1. | Appointment of Auditors. |
Smythe Ratcliffe, Chartered Accountants, were appointed as Auditors for the Company to hold office until the close of the next annual general meeting of the Company. The directors were authorized to fix the remuneration to be paid to the auditors. The following sets forth the tabulation of shares voting for this matter.
| Appoint Auditors | 62,522,129 | | For | 98.64% |
| | 0 | | Against | 0.00% |
| | 5,000 | | Withheld | |
| | 0 | | Not Voted | |
| Total shares voted: 63,386,119 | 858,990 | | In Person | 1.36% |
The following persons were elected Directors of the Company to hold office until the election of Directors at the next Annual General Meeting:
Monty Moore
Robert Angrisano
Gerald G. Carlson
Stuart Havenstrite
Richard W. Graeme
Michael W. Sharon
Edward H. Waale
The following sets forth the tabulation of shares voting for each Director
| Monty Moore | 62,526,129 | | For | 98.64% |
| | 0 | | Against | 0.00% |
| | 1,000 | | Withheld | |
| | 0 | | Not Voted | |
| Total shares voted: 63,386,119 | 858,990 | | In Person | 1.36% |
| | | | | |
| Robert Angrisano | 62,526,129 | | For | 98.64% |
| | 0 | | Against | 0.00% |
| | 1,000 | | Withheld | |
| | 0 | | Not Voted | |
| Total shares voted: 63,386,119 | 858,990 | | In Person | 1.36% |
| | | | | |
| Gerald G. Carlson | 62,465,523 | | For | 98.64% |
| | 0 | | Against | 0.00% |
| | 61,606 | | Withheld | |
| | 0 | | Not Voted | |
| Total shares voted: 63,386,119 | 858,990 | | In Person | 1.36% |
| | | | | |
| Stuart Havenstrite | 62,465,523 | | For | 98.64% |
| | 0 | | Against | 0.00% |
| | 61,606 | | Withheld | |
| | 0 | | Not Voted | |
| Total shares voted: 63,386,119 | 858,990 | | In Person | 1.36% |
| | | | | |
| Richard W. Graeme | 62,465,523 | | For | 98.64% |
| | 0 | | Against | 0.00% |
| | 61,606 | | Withheld | |
| | 0 | | Not Voted | |
| Total shares voted: 63,386,119 | 858,990 | | In Person | 1.36% |
| | | | | |
| Michael W. Sharon | 62,465,523 | | For | 98.64% |
| | 0 | | Against | 0.00% |
| | 61,606 | | Withheld | |
| | 0 | | Not Voted | |
| Total shares voted: 63,386,119 | 858,990 | | In Person | 1.36% |
| | | | | |
| Edward H. Waale | 62,465,523 | | For | 98.64% |
| | 0 | | Against | 0.00% |
| | 61,606 | | Withheld | |
| | 0 | | Not Voted | |
| Total shares voted: 63,386,119 | 858,990 | | In Person | 1.36% |
The motion to pass a special resolution to delete the Company’s former Bylaws and to adopt of a new set of bylaws, Bylaw No. 1 was defeated as the Company did not have the affirmative votes of the holders of not less than 66?% of the votes cast at this meeting.
| By-Law #1 | 18,194,045 | | For | 42.63% |
| | 23,629,616 | | Against | 55.36% |
| | 0 | | Withheld | |
| | 20,703,468 | | Not Voted | |
| Total shares voted: 63,386,119 | 858,990 | | In Person | 2.01% |
The Proxyholder was given discretion to vote upon any amendment or variation of the above matters or any other matter properly brought before the meeting. No other business was transacted.
| Other Business | 62,369,736 | | For | 98.40% |
| | 157,393 | | Against | 0.25% |
�� | | 0 | | Withheld | |
| | 0 | | Not Voted | |
| Total shares voted: 63,386,119 | 858,990 | | In Person | 1.36% |
Item 6. Exhibits
Exhibit 31.1 – Certification required by Rule 13a-14(a) or Rule 15d-14(a), Monty Moore
Exhibit 31.2 – Certification required by Rule 13a-14(a) or Rule 15d-14(a), Robert Angrisano
Exhibit 32.1 – Certification Required by Rule 13a-14(b) or Rule 15d-14(b) and section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, Monty Moore
Exhibit 32.2 – Certification Required by Rule 13d-14(b) or Rule 15d-14(b) and section 906 of the Sarbanes-Oxley Act of 2002, 18 US.C. Section 1350, Robert Angrisano
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.
NEVADA STAR RESOURCE CORP.
BY: | Date: July 10, 2006 |
| /s/ Monty Moore | | |
| | | | |
Monty Moore, Chairman
BY: | Date: July 10, 2006 |
| /s/ Robert Angrisano | | |
| | | | |
Robert Angrisano, President and Chief Executive Officer