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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
Date of report (Date of earliest event reported): June 15, 2009
Enstar Group Limited
(Exact name of registrant as specified in its charter)
         
Bermuda   001-33289   N/A
         
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)
     
P.O. Box HM 2267, Windsor Place, 3rd Floor
18 Queen Street, Hamilton HM JX Bermuda
  N/A
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (441) 292-3645
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 (see General Instruction A.2. below):
o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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 8.01. Other Events.
     As previously disclosed, since the resignation of T. Wayne Davis, an independent member of the Board of Directors of Enstar Group Limited (the “Company”), the Company has not been in compliance with NASDAQ Marketplace Rule 5605(b)(1), which requires that independent directors comprise a majority of the board of directors of a listed company. Upon the shareholders’ election of Charles T. Akre, Jr. to the Board of Directors at the Company’s Annual General Meeting on June 9, 2009, the Company regained compliance with the rule within the allotted cure period. On June 16, 2009, the Company announced that it had received a letter from the NASDAQ Listing Qualifications Department indicating that the Company now complies with Marketplace Rule 5605(b)(1).
     The announcement is contained in a press release issued June 16, 2009 that is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1   Press Release issued by Enstar Group Limited, dated June 16, 2009.

 


 

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.
         
  ENSTAR GROUP LIMITED
 
 
Date: June 16, 2009  By:   /s/ Richard J. Harris    
    Richard J. Harris   
    Chief Financial Officer   

 


 

         
EXHIBIT INDEX
     
Exhibit No.   Description
 
   
99.1
  Press Release issued by Enstar Group Limited, dated June 16, 2009.

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