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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Neurochem - Common Shares (MM) | NASDAQ:NRMX | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 2.00 | 0 | 01:00:00 |
For the fiscal year ended December 31, 2007 | Commission File Number 000-50393 |
Canada
(Province or other jurisdiction of incorporation or organization) |
2834
(Primary Standard Industrial Classification Code Number) |
Not Applicable
(I.R.S. Employer Identification No.) |
|
Yes o . 82- ___. | No þ |
|
Yes þ | No o . |
SIGNATURE | ||||||||
EXHIBIT INDEX FOR AMENDMENT NO. 1 | ||||||||
Certification Dr. Francesco Bellini (Section 302) | ||||||||
Certification Mariano Rodriguez (Section 302) |
| The Company is exempt from Rule 4350(f), which requires a quorum of no less than 33-1/3% of the outstanding shares of common stock at any meeting of the holders of common stock. Following Canadian practice, a quorum for meetings of the holders of the Companys common stock is no less than 10% of such holders present or represented by proxy at the meeting. | ||
| The Company follows Toronto Stock Exchange rules for shareholder approval of new issuances of its common stock. Following Toronto Stock Exchange rules, shareholder approval is required for certain issuances of shares that: (i) materially affect control of the Company; or (ii) provide consideration to insiders in aggregate of 10% or greater of the market capitalization of the listed issuer and have not been negotiated at arms length. Shareholder approval is also required, pursuant to Toronto Stock Exchange rules, in the case of private placements: (x) for an aggregate number of listed securities issuable greater than 25% of the number of securities of the listed issuer which are outstanding, on a non-diluted basis, prior to the date of closing of the transaction if the price per security is less than the market price; or (y) that during any six month period are to insiders for listed securities or options, rights or other entitlements to listed securities greater than 10% of the number of securities of the listed issuer which are outstanding, on a non-diluted basis, prior to the date of the closing of the first private placement to an insider during the six month period. | ||
| The Company follows National Instrument 58-101 Disclosure of Corporate Governance Practices (NI 58-101) and National Policy 58-201 Corporate Governance Guidelines (NP 58-201) relating to the composition of the committee of the Board of Directors that selects nominees for membership on the Board of Directors of the Company. NI 58-101 and NP 58-201 implement a comply or disclose approach for Canadian reporting issuers. While NP 58-201 calls for a nominating committee composed entirely of independent directors, the Company is not required to comply to the extent it provides the appropriate disclosure. Thus, in accordance with NI 58-101, the Company discloses in its annual management proxy circular that not all of the members of its nominating and corporate governance committee are independent. Following the April 15, 2008, annual and special meeting of shareholders of the Company, the Board of Directors will appoint a nominating and corporate governance committee composed entirely of independent directors. |
2
NEUROCHEM INC. |
||||
By: | /s/Francesco Bellini | |||
Chairman of the Board, President and Chief Executive Officer | ||||
3
Number | Document | |
|
||
99.1
|
Certification pursuant to Rule 13a-14 or 15d-14 of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Dr. Francesco Bellini). | |
|
||
99.2
|
Certification pursuant to Rule 13a-14 or 15d-14 of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Mariano Rodriguez). |
4
1 Year Neurochem Chart |
1 Month Neurochem Chart |
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