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): JANUARY 12,
2007
THE
SINGING MACHINE COMPANY, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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0-24968
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95-3795478
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(State
or other jurisdiction
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(Commission
File Number)
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(IRS
Employer
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of
incorporation)
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Identification
No.)
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6601
Lyons Road, Bldg. A-7, Coconut Creek, Fl 33073
(Address
of principal executive offices and Zip Code)
Registrant's
telephone number, including area code (954) 596-1000
Copies
to:
Darrin
M.
Ocasio, Esq.
Sichenzia
Ross Friedman Ference LLP
1065
Avenue of the Americas
New
York,
New York 10018
Phone:
(212) 930-9700
Fax:
(212) 930-9725
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))
At
the
2007 Annual Meeting of Shareholders (the “Annual Meeting”) of The Singing
Machine Company, Inc. (the “Company”) which was held on Friday, January 12,
2007, the Company’s shareholders elected Carol Lau, Yat Tung Lau and Peter Hon
as new directors of the Company. In addition, on January 12, 2007 the Board
of
Directors appointed Carol Lau to serve as the new Chairwoman of the Board as
the
Company’s former Chairman, Jay Bauer, resigned as Chairman but will remain as a
director of the Company. The Board of Directors nominated Mrs. Lau and Messrs.
Lau and Hon for a shareholder vote at the request of Starlight International
Holdings Ltd., parent company of koncepts International Ltd. and majority owner
of the Company (collectively, “Starlight”), pursuant to the board representation
rights the Company granted to Starlight under the Securities Purchase Agreement
dated as of February 21, 2006. On January 12, 2007, the Board of Directors
appointed Mrs. Lau as Chairwoman of the Compensation Committee and Mr. Lau
was
appointed as a member of the Nominations Committee. Mr. Hon presently does
not
serve on any committee of the Board of Directors. Mr. Hon may be appointed
to
serve as a member of a committee although there are no current plans to appoint
him to a committee as of the date hereof. Mr. Lau is nephew of Mrs. Lau. Mr.
Hon
does not have any family relationship with any director, executive officer
or
person nominated or chosen by us to become a director or executive
officer.
Carol
Lau
joined the Starlight Group in 1987 and was appointed to the position of
President of Starlight Randix Corporation, a wholly owned subsidiary of the
Starlight group in 1993. In 2001, she became the Chief Financial Officer of
Cosmo Communications Corporation. Prior to joining the Starlight group, from
1978 to 1987 Ms Lau held positions in auditing and financial management with
the
Australian Government. Ms. Lau was a CPA in Australia and is a licensed CPA
in
Massachusetts. She holds a Bachelor of Business degree from the Curtin
University in Australia and a Graduate Diploma in Computer Science from the
Canberra University in Australia.
Yat
Tung
Lau joined the Starlight group in 2003 as assistant to the Chairman of the
Board
of the Starlight group and is now head of corporate relations. He is also
responsible for local sales in China and heads the computer information system
department for the group. From 2002 to 2003, he held a marketing executive
position in Storage Technology Corporation. Mr. Lau holds a Bachelor of Art
degree in business marketing from Indiana University.
Peter
Hon
has been a non-executive of the Starlight group since 1998. Mr. Hon passed
the
College of Law qualifying examination in 1969 in the United Kingdom and began
practicing law in Hong Kong in that year after being admitted to the High Court
of Hong Kong. He is the principal of Hon and Co, a law firm in Hong Kong in
the
past 37 years.
In
addition, effective January 12, 2007, Marc Goldberg will no longer serve as
a
member of the Board of Directors, and as Chairman of Executive
Compensation/Stock Option Committee of the Board, as he chose not to run for
re-election at the Annual Meeting. There was no disagreement or dispute between
Mr. Goldberg and the Company which led to his departure from the
board.
Item
9.01 Financial Statements and Exhibits.
| (a) |
Financial
statements of business acquired.
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Not
applicable.
| (b) |
Pro
forma financial information.
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Not
applicable.
None.
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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THE
SINGING MACHINE COMPANY, INC. |
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| Date: January
18, 2007 |
By: |
/s/ Danny
Zheng |
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Danny
Zheng |
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Interim
Chief Executive Officer
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