Buccaneer Gold Corp. Adopts Advance Notice By-Law and Announces Cancellation of Annual and Special Meeting of Shareholders
Toronto, Ontario--(Newsfile Corp. - June 12, 2015) - Buccaneer Gold Corp. (TSXV: BGG) ("Corporation") announced today the adoption by its directors of an advance notice by-law ("Advance Notice By-Law") establishing a framework for advance notice of nominations by shareholders for the election of directors. Among other things, the Advance Notice By-law fixes a deadline by which shareholders must submit a notice of director nominations to the Corporation 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.
The Advance Notice By-law is similar to the advance notice by-laws adopted by many other Canadian public companies. The Corporation believes that the provision is considered to be good corporate governance. The purpose is to foster a variety of interests of the shareholders and the Corporation 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 By-Law should assist in facilitating an orderly and efficient meeting process, provides shareholders, directors and management of the Corporation with a clear framework for nominating directors. Specifically, the Advance Notice By-law requires advance notice to the Corporation in circumstances where nominations of persons for election as a director of Corporation are made by shareholders other than pursuant to a "proposal" made in accordance with the provisions of the Business Corporations Act (Ontario) (the "Act") or a requisition of shareholders made in accordance with the provisions of the Act.
In the case of an annual meeting of shareholders, notice to the Corporation must be given not less than 30, and not more than 65 days prior to the date of the annual meeting. In the event that the annual 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 was made, notice may be given not later than the close of business on the 10th day following the notice date. In the case of a special meeting of shareholders (which is not also an annual meeting), notice to the Corporation must be given 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 meeting was made.
The Advance Notice By-law is effective immediately. Shareholders of Corporation will be asked to ratify and confirm the Advance Notice By-law at the next meeting of shareholders to be held this summer. The implementation of the new bylaw also remains subject to the receipt of conditional acceptance by the TSX Venture Exchange. The full text of the Advance Notice By-law has been filed under the Corporation's SEDAR profile at www.sedar.com.
Cancellation of Shareholder Meeting
In light of the fact that the Corporation adopted the Advance Notice By-Law in close proximity to its previously scheduled annual and special meeting of shareholders, the management and Board of Directors of the Corporation believe that it is in the best interests of the shareholders to cancel the meeting of shareholders and provide updated materials to the shareholders in order to ensure that all shareholders have an opportunity to express their wishes in respect of Advance Notice By-Law in a fully informed manner.
As a result, the Corporation is regrettably cancelling the meeting to be held on June 15, 2015 and will set a new shareholder meeting date shortly. The announcement of the new date will be followed by revised meeting and proxy materials being sent to all shareholders of the Corporation.
About Buccaneer
Buccaneer is a mineral exploration company whose long-term objective is to build a diversified company focused on the acquisition, exploration and development of mineral properties. Additional information about the Company is available on www.buccaneergold.com.
For further information, please contact Paul Zyla, President and Chief Executive Officer or Kevin Swanborough, Chief Financial Officer at 416 366-4227 or by e-mail at info@buccaneergold.com.
This press release contains forward-looking statements which reflect the Corporation's current expectations regarding future events. The forward-looking statements involve risks and uncertainties. Actual results could differ significantly from those projected herein. Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) has reviewed this news release and neither accepts responsibility for the adequacy or accuracy of this news release.