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): ~~November~~December 529, 2015

METHES ENERGIES INTERNATIONAL LTD

(Exact name of Registrant as specified in its charter)

Nevada		001-35652		71-1035154
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

3651 Lindell Road, Suite D-272, Las Vegas, Nevada		89103
(Address Of Principal Executive Office)		(Zip Code)

Registrant’s telephone number, including area code: (702) 932-9964

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))

Item 5 3.~~07.~~01: ~~Submission~~Notice of ~~Matters~~Delisting or Failure to ~~Vote~~Satisfy ofa ~~Security~~Continued ~~Holders.~~Listing Rule or Standard; Transfer of Listing

On ~~November~~December 529, 2015, Methes Energies International Ltd., a Nevada corporation (the “Company”), ~~held~~received ~~its~~a ~~2015~~staff ~~Annual~~determination notice ~~Meeting~~from ofthe ~~Stockholders~~NASDAQ Stock Market (“NASDAQ”) indicating that the Company failed to regain compliance with the $1.00 Atminimum closing bid price per share requirement for continued listing or demonstrate that ~~meeting~~it meets the criteria for initial listing during the compliance period of 180 calendar days (expiring on December 28, 2015) previously afforded to the Company on July 1, 2015 pursuant to NASDAQ Listing Rule 5810(c)(3)(A). According to the notice, the Company’s ~~stockholders~~securities will be subject to suspension and delisting from the Nasdaq Capital Market at the opening of business on January 7, 2016, and a Form 25-NSE will be filed with the Securities and Exchange Commission, which will remove the Company’s Securities from listing and registration on the NASDAQ unless the Company requests a hearing to appeal this determination by 4:00 p.m. Eastern Time by January 5, 2016. At this time, the Company does not plan on appealing this determination and expects its securities to be quoted in the over the counter market upon delisting.

●Item ~~Re-elected~~5.02: ~~all~~Departure ~~five~~ of ~~the~~Directors ~~incumbent~~or ~~directors~~Certain toOfficers; ~~serve~~Election ~~until the next annual meeting~~ of ~~stockholders and their successors are elected and qualified~~Directors; ●Appointment ~~Approved an amendment to the Company’s 2012 Equity Incentive Plan increasing the maximum number~~ of ~~shares~~Certain ~~which may be issued thereunder from 400,000 to 1,400,000~~Officers; ~~and~~Compensatory ●Arrangements ~~Approved, on an advisory basis, the appointment~~ of ~~MNP~~Certain ~~LLP as the Company’s independent auditors for the 2015 fiscal year~~Officers.

~~The~~On ~~specific~~December ~~votes~~31, 2015, Kebir Ratnani, John Pappain, Perichiyappan Senthilnathan and Anthony Williams each resigned from his position as a director of the Company. Their resignations were not due to any disagreement with ~~respect~~the Company or its management on any matter relating to the ~~aforementioned~~Company’s ~~were~~operations, aspolicies ~~follows:~~or practices.

1. Election of directors:

	VOTES
NAME	FOR		WITHHELD		Broker Non-Votes
Michel G. Laporte		5,849,016		20,159		4,375,949
Kebir Ratnani		5,823,396		45,779		4,375,949
John Pappain		5,823,396		45,779		4,375,949
Perichiyappan Senthilnathan		5,831,007		38,168		4,375,949
Anthony T. Williams		5,832,396		36,779		4,375,949

2. Amendment to the Company’s 2012 Equity Incentive Plan increasing the maximum number of shares which may be issued thereunder from 400,000 to 1,400,000:

VOTES
FOR		AGAINST		ABSTAIN
	5,052,065		808,202		8,908

3. Advisory approval of the appointment of MNP LLP as the Company’s independent auditors for the 2015 fiscal year:

VOTES
FOR		AGAINST		ABSTAIN
	5,557,926		10,099		301,150

* * * * *

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.

	Methes Energies International Ltd.
Dated: November 9, 2015	By:	/s/ Michel G. Laporte
Dated: January 5, 2016	By:	/s/ Michel G. Laporte
		Michel G. Laporte,
		Chief Executive Officer

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