CALGARY, March 26, 2015 /CNW/ - Genesis Land
Development Corp. (TSX: GDC) (the "Corporation" or "Genesis") is
pleased to announce that its board of directors has approved the
adoption of an advance notice by-law (By-law No. 3) on March 26, 2015, which requires advance notice to
the Corporation in circumstances where nominations of persons for
election as a director of the Corporation are made by shareholders
other than pursuant to: (i) a requisition of a meeting made
pursuant to the provisions of the Business Corporations Act
(Alberta) (the Act); or (ii) a
shareholder proposal made pursuant to the provisions of the
Act.
Among other things, By-law No. 3 fixes a deadline by which
shareholders must submit a notice of director nominations to the
Corporation prior to any annual or special meeting of shareholders
where directors are to be elected and sets forth the information
that a shareholder must include in the notice for it to be
valid.
In the case of an annual meeting of shareholders, notice to the
Corporation must be made not less than 30 days prior to the date of
the annual meeting; provided, however, that in the event that the
annual meeting is to be held on a date that is less than 50 days
after the date on which the first public announcement of the date
of the annual meeting was made, notice may be made not later than
the close of business on the 10th day following such public
announcement.
In the case of a special meeting of shareholders (which is not
also an annual meeting), notice to the Corporation must be made not
later than the close of business on the 15th day following the day
on which the first public announcement of the date of the special
meeting was made.
By-Law No. 3 is effective immediately. At the next meeting of
shareholders, shareholders will be asked to confirm and ratify
By-law No. 3. A copy of By-law No. 3 has been filed and is
available under the Corporation's profile at www.sedar.com.
The Corporation believes that adopting By-law No. 3 is
considered to be "best practice" corporate governance. By-law No. 3
facilitates an orderly and efficient annual or special meeting
process and it ensures that all shareholders receive adequate
notice of director nominations with sufficient information with
respect to all nominees. This allows the Corporation and its
shareholders to evaluate the proposed nominees' qualifications and
suitability as directors, which further allows shareholders to cast
an informed vote for the election of directors.
About Genesis
Genesis is an integrated, award-winning land developer and
residential homebuilder, creating innovative and successful
communities in the Calgary
Metropolitan Area. Genesis is committed to supporting its
communities through partnerships like the Genesis Centre of
Community Wellness and Genesis Place Recreational Centre. Genesis
owns a large portfolio of entitled residential and mixed use land,
which is exceptionally well positioned to benefit from the
Alberta economy. The Corporation's
common shares are listed on the Toronto Stock Exchange (TSX:
GDC)
SOURCE Genesis Land Development Corp.