8-K 1 e608594_8k-gulf.htm Unassociated Document
 
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 1934

Date of Report (date of earliest event reported): June 22, 2011
 
Gulf Resources, Inc.
(Exact name of registrant as specified in charter)

Delaware
(State or other jurisdiction of incorporation)
 
000-20936
(Commission File Number)  
13-3637458
(IRS Employer Identification No.)
 
99 Wenchang Road, Chenming Industrial Park, Shouguang City, Shandong, China 262714

(Address of principal executive offices and zip code)

 
+86 (536) 567-0008

(Registrant's telephone number including area code)
 
 

(Registrant's 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 registrant under any of the following provisions:
 
o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o  Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
 
o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 
 
Item 5.07  Submission of Matters to a Vote of Security Holders.
 
On June 22, 2011, Gulf Resources, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) to vote on the following matters:
 
1.  Election of Directors
 
All of the following seven nominees were elected to the Company’s Board of Directors, in accordance with the voting results listed below, to serve for a term of one year, until the next Annual Meeting and until their successors have been duly elected and have qualified.
 
Nominee
 
For
   
Against
   
Withheld
   
Broker Non-Votes
 
Ming Yang
    18,684,472       0       399,636       9,348,576  
Xiaobin Liu
    18,692,079       0       392,029       9,348,576  
Naihui Miao
    18,639,726       0       444,382       9,348,576  
Yafei Ji
    18,559,815       0       524,293       9,348,576  
Shitong Jiang
    18,300,720       0       783,388       9,348,576  
Yang Zou
    18,707,852       0       376,256       9,348,576  
Nan Li
    18,551,754       0       532,354       9,348,576  
 
2.           Ratification of the Company’s Independent Auditors
 
Stockholders ratified the appointment of BDO Limited as the independent auditors of the Company for the fiscal year ended December 31, 2011, in accordance with the voting results listed below.
 
For
   
Against
   
Abstain
   
Broker Non-Votes
 
  27,719,736       639,008       73,940       0  
 
3.           Amendment to the 2007 Equity Incentive Plan
 
Stockholders approved the Amendment to the 2007 Equity Incentive Plan to increase the number of shares of the Company’s common stock reserved for issuance under the plan to 4,341,989.
 
For
   
Against
   
Abstain
   
Broker Non-Votes
 
  16,624,814       2,416,830       42,464       9,348,576  
 
4.           Advisory Vote on Executive Compensation
 
Stockholders approved the compensation paid to the Company’s named executive officers as disclosed in the 2011 Proxy Statement under “Executive Compensation” and discussed under “Compensation Discussion and Analysis” on an advisory basis, in accordance with the voting results listed below.
 
For
   
Against
   
Abstain
   
Broker Non-Votes
 
  18,832,124       222,160       29,824       9,348,576  
 
 
 

 
 
5.           Advisory Vote on Frequency of Executive Compensation
 
Stockholders recommended, by a non-binding vote, that the advisory vote to approve the compensation of the Company’s named executive officers should occur every year. The results of the vote were as follows.
 
Total votes for 1 year
   
Total votes for 2 year
   
Total votes for 3 year
   
Abstain
 
  18,841,972       105,547       107,992       28,597  

The Company’s Decision as to Say-on-Frequency

In light of the shareholders’ recommendation  that the advisory vote to approve the compensation of the Company’s named executive officers should occur every year, the Board has determined that the Company will hold the next advisory vote on the compensation of the Company’s named executive officers at the Company’s 2012 annual meeting of shareholders.
 
 
 

 
 
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.
 
 
 
GULF RESOURCES, INC.
 
       
       
 Date: June 23, 2011
By:
/s/ Xiaobin Liu  
  Name: 
Xiaobin Liu
 
  Title: 
Chief Executive Officer