California Gold Announces Adoption of Advance Notice By-Law
Toronto, Ontario CANADA, September 13, 2013 /FSC/ - California Gold Mining Inc. (CGM - TSX Venture), ("California Gold" or the "Company") announces that the board of directors (the "Board") of the Company has approved the adoption of an advance notice by-law (the "Advance Notice By-law").
The Advance Notice By-law sets forth provisions requiring advance notice to the Company in circumstances where nominations of persons for election to the Board are made by shareholders of the Company other than pursuant to (i) a "proposal" made in accordance with section 136(1) of the Business Corporations Act (Alberta) (the "Act"), or (ii) a requisition of the shareholders made in accordance with section 142(1) of the Act. More specifically, the Advance Notice By-law fixes a deadline by which holders of record of common shares of California Gold must submit director nominations to the Secretary of the Company prior to any annual or special meeting of shareholders and sets forth the specific information that a shareholder must include in the written notice to the Secretary of the Company for an effective nomination to occur. No person will be eligible for election as a director of the Company unless nominated in accordance with the provisions of the Advance Notice By-law.
In the case of an annual general meeting of shareholders, notice to the Secretary of the Company 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 to be held on 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 may be made 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 Secretary of the Company must be made not later than the close of business on the fifteenth (15th) day following the day on which the first public announcement of the date of the special meeting of shareholders was made.
The Advance Notice By-law is now effective and in full force and effect. The Advance Notice By-law will be put to shareholders of the Company for approval at its next annual general meeting of shareholders. If the Advance Notice By-law is not confirmed at the meeting by ordinary resolution of shareholders, it will terminate and be of no further force and effect following the termination of the shareholders meeting.
The full text of the Advance Notice By-law is available via SEDAR at www.sedar.com or upon request by contacting the President of the Company as set forth below.
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.
For further information contact:
Michael Churchill
President
647-977-9267 x101
Martin Shefsky
Chief Executive Officer
647-977-9267 x222
Website: www.caligold.ca
To view the press release as a PDF file, please click on the following link:
http://www.usetdas.com/pr/california09132013.pdf
Source: California Gold Mining Inc. (TSX-V: CGM) http://www.caligold.ca
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