Cogitore Adopts Advance Notice By-Law
04 12월 2013 - 11:00PM
Marketwired
Cogitore Adopts Advance Notice By-Law
TORONTO, ONTARIO--(Marketwired - Dec 4, 2013) - Cogitore
Resources Inc. (the "Company") (TSX-VENTURE:WOO) announces that the
board of directors of the Company (the "Board of Directors") has
adopted amendments to the Company's by-laws to include an advance
notice by-law (the "Advance Notice By-Law"). The Advance Notice
By-Law requires advance notice to the Company in circumstances
where nominations of persons for election to the Board of Directors
are made by shareholders of the Company other than pursuant to: (i)
a requisition to call a shareholders' meeting, or (ii) a
shareholder proposal, in each case, made in accordance with the
provisions of the Business Corporations Act(Ontario) (the
"Act").
Among other things, the Advance Notice By-Law fixes a deadline
by which shareholders of record or beneficial owners of shares of
the Company must submit director nominations to the Company prior
to any annual (or annual and special) or special meeting of
shareholders, including the information that a shareholder must
provide to the Company.
In the case of an annual meeting (or annual and special meeting)
of shareholders, the requisite notice must be received by the
Secretary of the Company not later than the close of business on
the 30th day, and not earlier than the opening of business on the
65th day, before the date of the annual meeting (or annual and
special meeting); provided, however, that in the event that the
annual meeting (or annual and special 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 (or annual
and special 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 must be received by the Secretary
of the Company 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.
The Advance Notice By-Law is effective as of the date hereof. In
accordance with the Act, the Advance Notice By-Law is subject to
confirmation by shareholders at the next annual meeting (or annual
and special meeting) of the shareholders of the Company to be held
in [June 2014]. The Advance Notice By-Law will be available under
the Company's profile on SEDAR at www.sedar.com and can also be
obtained, upon written request, from the Company.
About Cogitore Resources
Cogitore Resources Inc. is a Tier-2 Mining Issuer engaged in the
exploration for base metals with high precious metal tenors on
properties located in Quebec and Ontario. The strategic focus is on
known mineralized tends in close proximity to existing
infrastructure, experienced work forces and mining friendly
communities.
Caution Regarding Forward-Looking Information
This news release includes certain forward-looking statements
within the meaning of Canadian securities laws. Forward-looking
statements involve risks, uncertainties and other factors that
could cause actual results, performance, prospects and
opportunities to differ materially from those expressed in such
forward-looking statements. Forward-looking statements in this news
release, include, but are not limited to, economic performance and
future plans and objectives of the Company. Any number of important
factors could cause actual results to differ materially from these
forward-looking statements as well as future results. Although
Cogitore believes that the assumptions and factors used in making
the forward-looking statements are reasonable, undue reliance
should not be placed on these statements, which only apply as of
the date of this new release, and no assurance can be given that
such events will occur in the disclosed timeframes or at all.
Cogitore disclaims any intention or obligation to update or revise
any forward-looking statement, whether as a result of new
information, future events or otherwise.
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 release.
Cogitore Resources Inc.Mark GoodmanBoard Chairman and interim
President and CEO416-924-9893http://www.cogitore.com/
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