MIRL Minera

 
TIDMMIRL 
 
Minera IRL Limited Reports AGM Voting Results and Appointment of New Director 
FOR:  MINERA IRL LIMITED 
 
TSX SYMBOL:  IRL 
AIM, LMA SYMBOL:  MIRL 
 
August 27, 2015 
 
Minera IRL Limited Reports AGM Voting Results and Appointment of New Director 
 
LIMA, PERU--(Marketwired - Aug. 27, 2015) - Minera IRL Limited ("Minera IRL", or the "Company") (TSX:IRL)(AIM:MIRL) 
(BVLAC:MIRL) announces the voting results from its annual general meeting, held on 27 August 2015 (the "Meeting"), as 
well as the appointment of a new director, Mr. Jaime A. Pinto. 
 
The Company put forward ten (10) resolutions to be voted on by shareholders at its annual general meeting held today. 
The resolutions were outlined in the Management Information Circular dated 17 July 2015 and Form of Proxy 
(the "Meeting Materials") that were posted to shareholders and are available on SEDAR and the Company's website at 
www.minera-irl.com. 
 
Pursuant to Canadian Securities Administrators' Section 11.3 of National Instrument 51-102 - Continuous Disclosure 
Obligations, a brief description of the matters voted upon and the voting results of the Meeting are provided 
in "Appendix A - Meeting Results" at the end of this press release. The total number of ordinary shares represented by 
shareholders present in person or by proxy at the Meeting was 67,484,780 representing 29.20% of the Company's 
outstanding ordinary shares. 
 
Four (4) of the resolutions put forward by the Company did not receive shareholder approval. The resolutions not 
receiving shareholder approval included: 
 
 
 1. The re-election of Daryl Hodges as Director. (Resolution #3) 
 
 2. The re-approval of the Company's 10% "rolling" stock option plan. 
    (Resolution #6) 
 
 3. The authorisation to allot up to 115,567,514 ordinary shares for cash, 
    being 50% of the ordinary shares issued by the Company. (Resolution #9) 
 
 4. The authorisation to consolidate every ten (10) issued ordinary shares 
    of no par value of the Company into one (1) ordinary share of no par 
    value. (Resolution #10) 
 
 
Appointment of Mr. Jaime A. Pinto as Director 
 
Pursuant to the Articles of Association of the Company and Toronto Stock Exchange listing rules, the Company must have 
at least three board members. Immediately subsequent to the Meeting, in response to the resolution to re-elect Mr. 
Hodges not being approved, Mr. Fryer and Dr. Jones, being the remaining directors of the Company, appointed Mr. Jaime 
A. Pinto to the board of directors, subject to regulatory approval. 
 
Mr. Pinto has been practicing law since 1982 and is currently the principal partner of Estudio Pinto & Abogados law 
firm in Lima, Peru since October 2010. From August 2008 to September in 2010, Mr. Pinto was a partner at Lema, Solari 
& Santivanez, a law firm located in Lima, practicing corporate finance and restructuring, energy, telecommunications, 
privatizations and concessions. Mr. Pinto was also Peru's representative at the Board of Executive Directors of the 
Inter-American Development Bank from September 2001 until March 2007. Mr. Pinto has been on the boards of mining and 
energy-related companies in the past, and is currently on the board of Refineria la Pampilla SAA, Peru's largest oil 
refinery, where he heads the Audit Committee, and is a director of Lupaka Gold Corp, a TSXV listed company. 
 
The board is pleased to have secured someone with Jaime's experience in the mining industry and in Peru. A further 
announcement will be made once regulatory approvals have been completed. 
 
The board would like to thank Daryl for his hard work as a director of Minera IRL since February 2014 and as Executive 
Chairman since March 2015. 
 
The board will immediately begin the process of identifying candidates to fill the role of CEO. Until such time, the 
board is confident that the Company has sufficient management resources in place required to continue to carry on the 
day-to-day business and affairs of the Company. 
 
Authorization to Issue Ordinary Shares for Cash 
 
As a result of the resolution to authorise the board to allot up to 115,567,514 ordinary shares for cash not being 
approved by shareholders at the Meeting, the Company is unable to issue any shares without prior shareholder approval. 
Additionally, it has also resulted in the Company being unable to issue up to 30,000,000 ordinary shares of the 
Company to settle the principal amount of a promissory note for the sum of US$2,190,000 issued by the Company and held 
by Rio Tinto Mining and Exploration Limited. 
 
As previously disclosed, the Company expects that an equity offering will be required to supplement any debt facility 
that the Company is able to secure to fund the development of the Ollachea Gold Project and for corporate and working 
capital purposes. The board will review the impact of being unable to issue shares without prior shareholder approval 
to determine if steps to remedy this situation should be taken. 
 
Proposed Ten (10) for One (1) Share Consolidation 
 
As a result of the resolution pertaining to the previously announced ten (10) for one (1) consolidation of the 
Company's ordinary shares not being approved by shareholders, the consolidation will not be taking place. 
 
About Minera IRL Limited 
 
Minera IRL Limited is an AIM, TSX and BVL listed precious metals mining and exploration company with operations in 
Latin America. In Peru, the Company operates the Corihuarmi Gold Mine and is advancing its flagship Ollachea Gold 
Project towards production. For more information, please visit www.minera-irl.com. 
 
No stock exchange, securities commission or other regulatory authority has approved or disapproved the information 
contained in this news release. 
 
Cautionary Statement on Forward-Looking Information 
 
Certain information in this news release, including information about Company management and operating performance and 
other statements expressing management's expectations or estimates of future events, performance and exploration and 
development programs or plans constitute "forward-looking statements". Forward-looking statements often, but not 
always, are identified by words such as "seek", "believe", "expect", "do not expect", "will", "will 
not", "intend", "estimate", "anticipate", "plan", "schedule" and similar expressions of a conditional or future 
oriented nature identify forward-looking statements. Forward-looking statements are, necessarily, based upon a number 
of estimates and assumptions. While considered by management to be reasonable in the context in which they are made, 
forward-looking statements are inherently subject to political, legal, regulatory, business and economic risks and 
competitive uncertainties and contingencies. 
 
The Company cautions readers that forward-looking statements involve known and unknown risks, uncertainties and other 
factors that may cause Minera IRL's actual financial results, future performance and results of exploration and 
development programs and plans to be materially different than those expected or estimated future results, performance 
or achievements and that forward-looking statements are not guarantees of future performance, results or achievements. 
 
Forward-looking statements are made as of the date of this news release and Minera IRL assumes no obligation, except 
as may be required by law, to update or revise them to reflect new events or circumstances. Risks, uncertainties and 
contingencies and other factors that might cause actual performance to differ from forward-looking statements include, 
but are not limited to, difficulties in respect of management of the Company, any failure to obtain or complete 
project financing for the Ollachea gold project, legislative, political, social or economic developments both within 
the countries in which the Company operates and in general, contests over title to property, the speculative nature of 
mineral exploration and development, operating or technical difficulties in connection with the Company's development 
or exploration programs, increasing costs as a result of inflation or scarcity of human resources and input materials 
or equipment. Known and unknown risks inherent in the mining business include potential uncertainties related to the 
title of mineral claims, the accuracy of mineral reserve and resource estimates, metallurgical recoveries, capital and 
operating costs and the future demand for minerals. For additional information, please consult the Company's most 
recently filed MD&A and Annual Information Form. 
 
Appendix A - Meeting Results 
 
Pursuant to Canadian Securities Administrators' Section 11.3 of National Instrument 51-102 - Continuous Disclosure 
Obligations, the following briefly describes the matter voted upon and the voting results of the Meeting. 
 
1. To receive and adopt the audited financial statements of the Company for the year ended 31 December 2014, and the 
report of the directors and the auditors thereon - APPROVED 
 
On a poll vote the report of the directors and the auditors, and the financial statements of the Company were received 
and adopted. 65,175,712 of the total votes cast at the meeting were in in favour (96.94%) and 2,055,077 votes were 
against (3.06%). 
 
2. Elect Robin Fryer as Director - APPROVED 
 
On a poll vote, Robin Fryer was elected as a director of the Company. 41,823,853 of the total votes cast at the 
meeting were in in favour (63.65%) and 23,884,019 votes were against (36.35%). 
 
3. Re-elect Daryl Hodges as Director - NOT APPROVED 
 
On a poll vote, Daryl Hodges was not re-elected as a director of the Company. 5,456,003 of the total votes cast at the 
meeting were in in favour (8.28%) and 60,472,269 votes were against (91.72%). 
 
4. Re-elect Doug Jones as Director - APPROVED 
 
On a poll vote Doug Jones was re-elected as a director of the Company. 61,942,184 of the total votes cast at the 
meeting were in in favour (94.33%) and 3,720,912 votes were against (5.67%). 
 
5. Re-Appointment of Auditors - APPROVED 
 

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