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
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Item 3.01 | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. | ||||
As previously disclosed, Mr. Walentin (Val) Mirosh retired from the Board of Directors (the “Board”) of TC PipeLines GP, Inc. (the “General Partner”), the general partner of TC PipeLines, LP (the “Partnership”) on August 4, 2020, leaving the General Partner’s Audit Committee with only two directors, each of whom are independent under the New York Stock Exchange (“NYSE”) listing standards. In response to the Partnership’s prior notice and a written affirmation filed on August 14, 2020 disclosing the Partnership’s non-compliance with Section 303A.07(a) of the NYSE Listed Company Manual requiring audit committees to be comprised of at least three independent directors, the NYSE notified the General Partner on August 14, 2020 that the Partnership was deficient in meeting the Section 303A.07(a) requirement for three independent members on an audit committee.
The Partnership is undertaking a search for a new independent director and expects to announce a replacement as soon as reasonably practicable. Upon appointing a new member of the Audit Committee that meets the independence requirements of Section 10A-3 of, and Rule 10A-3 under, the Securities Exchange Act of 1934, as amended, and Section 303A.02 of the NYSE Listed Company Manual, the Partnership will regain compliance with the applicable NYSE listing standard.
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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.
| TC PipeLines, LP | |||||
| by: TC PipeLines GP, Inc., | |||||
| its general partner | |||||
| By: | /s/ Jon Dobson | |||||||
| Jon Dobson | ||||||||
| Secretary | ||||||||
Dated: August 20, 2020
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