NewZ :: Cordoba Minerals Adopts Advance Notice Policy and Announces Shareholder Approval of Strategic Partnership with High Power Exploration
TORONTO, ONTARIO--(Marketwired - May 27, 2015) - Cordoba Minerals Corp. ("Cordoba" or the "Company") (TSX VENTURE:CDB), announces the adoption by its Board of Directors of an advance notice requirement for director nominations (the "Advance Notice Requirement").
The Advance Notice Requirement requires any shareholder seeking to nominate candidates for election to the Board of Directors to provide timely notice in writing to the Company Secretary by personal delivery or facsimile transmission. To be timely, a shareholder's notice must be received by the Company (a) in the case of an annual general meeting, not less than 30 and not more than 65 days prior to the date of the annual general meeting; provided, however, that if the annual general meeting is to be held on a date that is less than 50 days after the first public announcement of the date of the annual general meeting, then the shareholder's notice may be made not later than the close of business on the tenth day after the date of such first public announcement; and (b) in the case of a special meeting called for the purpose of electing directors, not later than the close of business on the 15th day after the first public announcement of the date of the special meeting. The Advance Notice Requirement also sets out the requirements for the proper written form for a shareholder's notice, as well as requirements for information about the nominee(s) and the nominating shareholder (including beneficial shareholder) and additional requirements in connection with nominations. Shareholders who failed to comply with the Advance Notice Requirement would not be entitled to make director nominations at the annual general or special meeting of shareholders of the Company.
The Advance Notice Requirement provides a clear process for shareholders to follow to nominate directors and sets out a reasonable time frame for nominee submissions along with a requirement for accompanying information. The purpose of the Advance Notice Requirement is to treat all shareholders fairly 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 Requirement should assist in facilitating an orderly and efficient meeting process.
The Advance Notice Requirement is effective immediately. An amendment to the Company's Articles to adopt the Advance Notice Requirement will be placed before shareholders at the next annual and special meeting of shareholders of the Company to be held on June 30, 2015. A copy of the Advance Notice Requirement has been filed under the Company's profile at www.sedar.com.
In addition, the Company is pleased to announce that it has received the written approval of shareholders holding a majority of the issued and outstanding common shares of the Company, in respect of the previously announced strategic partnership agreement between the Company and High Power Exploration Inc. ("HPX"). For further details, please refer to the press release of the Company dated May 8, 2015, available on SEDAR at www.sedar.com. The transaction with HPX remains subject to the approval of the TSX Venture Exchange.
The Company has granted share purchase options to purchase up to 1,500,000 common shares of the Company to certain directors, officers, employees and consultants. The options are exercisable at a price of $0.21 per share for a period of ten years from the date of grant and expire on May 26, 2025.