VenCan Gold Corporation Announces Results of Annual Meeting of Stockholders and Meeting of Board of Directors



    ANNUAL MEETING OF STOCKHOLDERS

    TORONTO, Feb. 10 /CNW/ - VenCan Gold Corporation (VCG: TSX-V) (the
"Company") announces that the Annual and Special Meeting of its Stockholders
(the "Stockholders' Meeting") was held on January 27, 2009 at the Board of
Trade of Metro Toronto, First Canadian Place, 3rd Floor, Toronto, Ontario at
10:00am (Toronto time) for the following purposes:

    
    1.  To receive the Annual Report, including the financial statements and
        Auditors' Report thereon for the fiscal year ended July 31, 2008;

    2.  To elect directors to hold office until the next annual general
        meeting of stockholders;

    3.  To re-appoint auditors and authorize the Directors to fix their
        remuneration;

    4.  To approve continuation of the current "Stock Option Plan" in
        accordance with the recommendations as described in the TSX Venture
        Exchange Policy 4.4;

    5.  To approve a share consolidation whereby one common share will be
        issued in exchange for five currently-outstanding common shares of
        the Company;

    6.  To approve a change to the Company's name from "Vencan Gold
        Corporation" to "Red Pine Exploration Inc."; and

    7.  To transact such further and other business as may properly come
        before the Stockholders' Meeting or any adjournment thereof.
    

    A quorum of the Company's outstanding common stock as of the record date
of December 10, 2008 was present in person or by proxy at the Stockholders'
Meeting.
    Holders of more than 90% of the outstanding shares of common stock
present at the Stockholders' Meeting voted to approve the re-election of the
following persons to serve as directors of the Company, each to hold office
for a term expiring at the next annual meeting of stockholders or until his
successor shall have been duly elected and qualified:

    
         J.A. Kirk McKinnon
         Richard E. Schler
         F. William Nielsen
         Brent Nykoliation
         Elgin M. Wolfe
         Joseph Heng
         Alex Iannone
    

    Holders of more than 85% of the shares of common stock cast at the
meeting voted to ratify the appointment of Moore Stephens Cooper Molyneux LLP,
Chartered Accountants, as the Company's independent registered public
accounting firm for the financial year ending July 31, 2009, and authorize the
Directors to fix their remuneration.
    Holders of more than 85% of the shares of common stock cast at the
Stockholders' Meeting voted to approve continuation of the current "Stock
Option Plan" in accordance with the recommendations as described in the TSX
Venture Exchange.
    Holders of more than 90% of the shares of common stock cast at the
Stockholders' Meeting voted to approve the proposed share consolidation
whereby one common share will be issued in exchange for five
currently-outstanding common shares of the Company. As at December 10, 2008,
the record date for the Stockholders' Meeting, the Company had 101,138,641
common shares outstanding. Those shares will convert into approximately
20,227,728 common shares after completion of the share consolidation. This
share consolidation was proposed in order to facilitate future financings by
the Company that would be accomplished through the issuance of additional
Company securities.
    Holders of more than 90% of the shares of common stock cast at the
Stockholders' Meeting voted to approve a name change from "Vencan Gold
Corporation" to "Red Pine Exploration Inc.". This name change was proposed in
order to better reflect the Company's current and ongoing exploration and
development plans.
    Both the share consolidation and the Company's name change remain subject
to approval from the TSX Venture Exchange.
    Management of the Company is completing the arrangements to implement its
name change and the approved share consolidation, and will advise shareholders
and the public as to the effective date for both as soon as those arrangements
are finalized.

    BOARD OF DIRECTORS' MEETING

    The Company is also pleased to announce that on January 27, 2008 and
following the Annual Stockholders' Meeting, a meeting of the Board of
Directors of the Company was held in Toronto, Ontario, Canada.
    At the Stockholders' Meeting, the board of directors unanimously approved
the following appointments for the financial year ending July 31st, 2009:

    
           Elgin M. Wolfe as Chairman of the Board of Directors
           J.A. Kirk McKinnon as President and Chief Executive Officer
           Richard E. Schler as Chief Operating Officer & CFO
    

    ABOUT THE COMPANY

    The Company has a long tradition of gold exploration and production
including the Edwards property and the Edwards Gold Mine in the Wawa area.
VenCan Gold's current exploration projects focus on gold properties in
Northern Ontario - specifically which are either in or near the prolific gold
district of Timmins. Management believes that these properties give VenCan
Gold very promising exploration opportunities, and positions the Company for
new exploration in prolific, past-producing gold districts.

    CONTACT INFORMATION

    For information on the Company and its Properties, please visit
www.vencan.com.

    WARNING: Except for historical information contained herein, the matters
discussed in this press release are forward-looking statements that involve
risks and uncertainties, including but not limited to economic, competitive,
governmental and technological factors effecting the Company's operations,
markets, products and prices and other factors discussed in the Company's
various filings with the Securities and Exchange Commission.
    Neither 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.

    %SEDAR: 00004007E




For further information:

For further information: Contact by telephone: Brent Nykoliation, Vice
President of Business Development or Richard Schler, Chief Operating Officer &
CFO, (416) 364-7024 or Toll Free: 1-800-818-5442

Organization Profile

VENCAN GOLD CORPORATION

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