8-K

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

July 19, 2016Date of Report (Date of earliest event reported) 

Canadian Pacific Railway Limited

(Exact name of registrant as specified in its charter)

Canada	001-01342	98-0355078
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

7550 Ogden Dale Road S.E., Calgary, Alberta,
Canada, T2C 4X9

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (403) 319-7000

Not Applicable

(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:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment ofCertain Officers; Compensatory Arrangements of Certain Officers.

Resignation of Director

On July 19, 2016, Anthony R. Melman resigned from the Board of Directors of Canadian Pacific Railway Limited (the “Company”) and Canadian Pacific Railway Company, effective as of close of business on July 19, 2016. Dr. Melman has been a member of the Board since 2012 and was Chair of the Finance Committee and a member of the Audit Committee of the Board. Dr. Melman’s decision to resign was not as a result of any disagreement with the Company.

A copy of the press releaseannouncing the resignation of Dr. Melman is attached as Exhibit 99.1 to this current report on Form 8- K.

ITEM 9.01Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Exhibit Description
Exhibit 99.1	Press Release dated July 19, 2016, announcing resignation of Anthony R. Melman

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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.

Dated: July 20, 2016
	CANADIAN PACIFIC RAILWAY LIMITED
	By:	/s/ Scott Cedergren
		Name:	Scott Cedergren
		Title:	Assistant Corporate Secretary

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EXHIBIT INDEX

Exhibit No.	Exhibit Description
Exhibit 99.1	Press Release dated July 19, 2016, announcing resignation of Anthony R. Melman

EX-99.1

Release:    Immediate    July 19, 2016

CP’s Board of Directors announces resignation of Anthony Melman

Calgary, AB – Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) announced that Anthony R. Melman has resigned from the Board of Directors of Canadian Pacific Railway Company and Canadian Pacific Railway Limited, effective close of business today.

Dr. Melman felt that it was in his best interests for now to resign from the Board, so that he can assess his legal options following a recent Tax Court of Canada decision. Dr. Melman stated that he did not want that matter to become a distraction to CP’s ongoing mission to be the best run and safest railway in North America.

“On behalf of the Board, I want to thank Tony for his outstanding contribution and thank him for his invaluable service,” said Andrew F. Reardon, Chairman of the Board.

Dr. Melman joined the Board in 2012 and was Chair of the Finance Committee and a member of the Audit Committee.

About Canadian Pacific

Canadian Pacific (TSX:CP)(NYSE:CP) is a transcontinental railway in Canada and the United States with direct links to eight major ports, including Vancouver and Montreal, providing North American customers a competitive rail service with access to key markets in every corner of the globe. CP is growing with its customers, offering a suite of freight transportation services, logistics solutions and supply chain expertise. Visit cpr.ca to see the rail advantages of Canadian Pacific.

Contacts:

Media

Jeremy Berry

24/7 Media Pager: 855-242-3674

jeremy_berry@cpr.ca

Investment Community

Nadeem Velani

403-319-3591

investor@cpr.ca

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