Rifco Inc. Announces Amendment to By-Laws
13 5월 2014 - 2:36AM
Access Wire
RED DEER, ALBERTA, /
ACCESSWIRE / May 12, 2014 / Rifco Inc. (TSXV: RFC)
("Rifco" or the
"Company")
announces that the Board of Directors of Rifco has
approved the amendment of its by-laws to adopt an advance notice
by-law (the "Advance Notice
By-law") and to allow for the electronic transfer of
securities (the "DRS By-law") (collectively, the
Advance Notice By-law and the DRS By-law are referred to herein as
the "Amended
By-laws").
The Advance Notice
By-law requires advance notice to Rifco 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 and the electronic
transfer of securities.
The Advance Notice By-law
provides a clear process for shareholders to follow for director
nominations and sets out a reasonable time frame for the
submissions of nominees and the accompanying information. The
Advance Notice By-law will help to ensure that all shareholders
receive adequate notice of the nominations to be considered at a
meeting and can thereby exercise their voting rights in an informed
manner, in person or by proxy. The Advance Notice By-law is similar
to the advance notice by-laws adopted by many other Canadian public
companies.
Among other things, the
Advance Notice By-law fixes a deadline by which
shareholders must submit a notice of director nominations to Rifco
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 general meeting of shareholders, notice to the
Chief Executive Officer of Rifco 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 Rifco 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 DRS By-law reflects
changes required to support the Direct Registration System
("DRS") for
Rifco's securities. DRS provides for electronic direct
registration of securities in an investor's name on the books of
the transfer agent or issuer, and allows shares to be transferred
between a transfer agent and broker electronically. DRS provides
investors with an alternate approach to holding their securities in
certificate or "street" form. Under DRS, investors can elect to
have their securities registered directly on the issuer's records
in book-entry form. An investor electing to hold a security in a
DRS book-entry position will receive a statement from the issuer or
its transfer agent evidencing ownership of the security. The
investor can subsequently transfer electronically the DRS
book-entry position to their bank or broker/dealer.
At the next annual general and
special meeting of shareholders of Rifco to be held on
September 4, 2014, the shareholders will be asked to confirm and
ratify the Amended By-laws. A copy of
the Amended By-laws has been filed under Rifco's SEDAR
profile at www.sedar.com.
About Rifco Inc.
Rifco Inc. operates through its
wholly owned subsidiary Rifco National Auto Finance Corporation to
provide automobile loans through its dealership network across
Canada.
Rifco National Auto Finance
provides consumers with financing options on new and used vehicles.
Rifco specializes in building long-term partnerships with dealers
by investing time in personalized services through dedicated
account representatives. Rifco's quick credit decisions, common
sense lending, and expedited funding processes give its dealers
better financing options and more closed deals. Rifco's most
successful partnerships result in "Fast Forward 500 Club" status
for its loyal dealerships.
Rifco is committed to
continuing growth. Key strategies for achieving this growth include
the expansion of its automobile dealer base, excellence in credit
and collections processes.
The common shares
of Rifco Inc. are traded on the TSX Venture Exchange under the
symbol "RFC". There are 21.03 million shares outstanding and 22.21
million (fully diluted) shares.
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|CONTACT: | |
|Rifco Inc. | |
|Lance A. Kadatz | |
|Vice President and Chief Financial Officer| |
|Telephone: 1-403-314-1288 EXT 7007 | |
|Fax: 1-403-314-1132 | |
|Email: kadatz@rifco.net | |
|Website:www.rifco.net | |
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Neither
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
release.
SOURCE: Rifco Inc.
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