RELAXKWG news release taken from KWG website.
...Two directors of the Company have indicated they will each subscribe for up to 8 million FT Units with the balance of the FT Offering to be subscribed by non-insiders of the Company. The expected participation of the two directors in the Private Placement will constitute a "related party transaction" under Multilateral Instrument 61-101 -Protection of Minority Security Holders in Special Transactions ("MI 61-101"). However, the Company expects that it will be exempt from both the formal valuation and minority shareholder approval requirements of MI 61-101 in connection with the Private Placement because neither the fair market value of the securities to be issued, nor the consideration for such securities, is expected to exceed 25% of the Company's market capitalization as calculated in accordance with MI 61-101. The Private Placement remains subject to the approval of the TSX Venture Exchange.