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): May 20, 2009
LML
PAYMENT SYSTEMS INC.
(Exact
name of registrant as specified in its charter)
Yukon
Territory
(State or
other jurisdiction of incorporation)
0-13959
(Commission
File Number)
98-0209289
(IRS
Employer Identification No.)
1680-1140
West Pender Street, Vancouver, BC V6E 4G1
(Address
of principal executive offices and Zip Code)
(604)
689-4440
Registrant’s
telephone number, including area code
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:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
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Item
5.02
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Departure
of Directors or Certain Officers; Election of Directors, Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
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Pursuant to a resolution of the Board of Directors
of LML Payment Systems Inc. (“LML” or the “Corporation”), effective as of May
20, 2009, LML has appointed David C. Cooke to the Board of Directors of the
Corporation. The Board has also appointed Mr. Cooke to its audit, compensation and
nominating and corporate governance committees. In addition, Mr.
Cooke has also been designated by the board as the audit committee financial
expert.
Mr.
Cooke spent over 15 years with the FDIC, including serving as the sole Deputy to
former FDIC Chairman, the late L. William Seidman. After leaving the
FDIC, he served as Executive Director of the Resolution Trust Corporation from
1989 to 1992 and then spent 11 years as a senior level consultant in the private
sector before returning to the FDIC in 2003 to serve as its Chief Learning
Officer in charge of its new Corporate University until his retirement from the
FDIC in 2006. He is a Certified Public Accountant and a Chartered
Financial Analyst, who brings extensive financial industry experience to LML
through his roles in both the public and private sectors.
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Item
7.01
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Regulation
FD Disclosure.
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On May
20, 2009 the Corporation issued a press release announcing that David C. Cooke
had been appointed to the board of directors of the Corporation. The
press release is attached hereto as Exhibit 99.1.
Pursuant
to General Instruction B.2 of Form 8-K, the information furnished in this Item
and in Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or
otherwise subject to the liabilities of that section, nor shall such information
be incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as expressly set forth by specific
reference in such filing.
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Item
9.01
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Financial
Statements and Exhibits.
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(d)
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Exhibits
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99.1 Press
release dated May 20, 2009.
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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.
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LML
PAYMENT SYSTEMS INC.
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/s/
Carolyn L. Gaines
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Carolyn
L. Gaines
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Corporate
Secretary
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May
20,
2009
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