Troymet Announces Adoption of Advance Notice By-Law
April 28 2014 - 9:01AM
Marketwired
Troymet Announces Adoption of Advance Notice By-Law
CALGARY, ALBERTA--(Marketwired - Apr 28, 2014) - Troymet
Exploration Corp. (TSX-VENTURE:TYE) ("Troymet") announced today
that the Board of Directors of Troymet has approved the adoption of
an advance notice by-law (the "Advance Notice By-law"), which
requires advance notice to Troymet in circumstances where
nominations of persons for election to the Board are made by
shareholders other than pursuant to a requisition of a meeting made
pursuant to the provisions of the Business Corporations
Act (Alberta) ("ABCA") or a shareholder proposal made pursuant
to the provisions of the ABCA.
Among other things, the Advance Notice By-law fixes a deadline
by which shareholders must submit a notice of director nominations
to the Chief Executive Officer of Troymet 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
such notice for the notice to be valid. No person will be eligible
for election as a director of Troymet unless nominated in
accordance with the provisions of the Advance Notice By-law.
In the case of an annual general meeting of shareholders, notice
to the Chief Executive Officer of Troymet must be made not less
than 30 nor more than 65 days prior to the date of the annual
general meeting of shareholders; provided, however, that in the
event that the annual general meeting of shareholders is called for
at a date that is less than 50 days after the date (the "Notice
Date") on which the first public announcement of the date of the
annual meeting was made, notice by the nominating shareholder must
be given not later than the close of business on the tenth (10th)
day following the Notice Date.
In the case of a special meeting (which is not also an annual
general meeting) of shareholders called for the purpose of electing
directors (whether or not called for other purposes), notice to the
Chief Executive Officer of Troymet must be made not later than the
close of business on the fifteenth (15th) day following the date on
which the first public announcement of the date of the special
meeting of shareholders was made.
The purpose of the Advance Notice By-law is to foster a variety
of interests of the shareholders and Troymet by ensuring that all
shareholders, including those participating in a meeting by proxy
rather than in person, receive adequate notice of the nominations
to be considered at a meeting and can thereby exercise their voting
rights in an informed manner. In addition, the Advance Notice
By-law is intended to provide a reasonable framework for
shareholders to nominate directors and should assist in
facilitating an orderly and efficient meeting process.
The Advance Notice By-law is effective immediately. At the next
annual general and special meeting of shareholders of Troymet, the
shareholders will be asked to confirm and ratify the Advance Notice
By-law. A copy of the Advance Notice By-law has been filed under
Troymet's SEDAR profile at www.sedar.com.
TROYMET EXPLORATION CORP.
Kieran Downes, Ph.D., P.Geo.
President, CEO & Director
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this news release.
This news release may contain certain forward-looking
information. All statements included herein, other than statements
of historical fact, are forward-looking information and such
information involves various risks and uncertainties. In
particular, this press release contains forward-looking information
in respect of the shareholder approval of the Advance Notice
By-law. There can be no assurance that such information will prove
to be accurate, and actual results and future events could differ
materially from those anticipated in such information. This
forward-looking information reflects Troymet's current beliefs and
is based on information currently available to Troymet and on
assumptions Troymet believes are reasonable. These assumptions
include, but are not limited to, the continued market acceptance of
advance notice by-laws. Forward-looking information is subject to
known and unknown risks, uncertainties and other factors that may
cause the actual results, level of activity, performance or
achievements of Troymet to be materially different from those
expressed or implied by such forward-looking information. Such
risks and other factors may include, but are not limited to: the
early stage development of Troymet and its projects; general
business, economic, competitive, political and social
uncertainties; capital market conditions and market prices for
securities, junior market securities and mining exploration company
securities; commodity prices; the actual results of current
exploration and development or operational activities; competition;
changes in project parameters as plans continue to be refined;
accidents and other risks inherent in the mining industry; lack of
insurance; delay or failure to receive board or regulatory
approvals; changes in legislation, including environmental
legislation, affecting Troymet; timing and availability of external
financing on acceptable terms; conclusions of economic evaluations;
and lack of qualified, skilled labour or loss of key individuals. A
description of other assumptions used to develop such
forward-looking information and a description of other risk factors
that may cause actual results to differ materially from
forward-looking information can be found in Troymet's disclosure
documents on the SEDAR website at www.sedar.com. Troymet does not
undertake to update any forward-looking information except in
accordance with applicable securities laws.
Anthony ZelenInvestor
Relations1-888-456-4952anthony@senergyir.comwww.troymet.com
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