TORONTO, April 15, 2013 /CNW/ - Laramide Resources Ltd. ("Laramide" or the "Company") (TSX:LAM) announces today the approval and adoption by its board of directors (the "Board") of amendments to its by-laws ("By-Laws") to include advance notice provisions (the "Policy"), the purpose of which is to require advance notice to the Company in circumstances where nominations of persons for election to the Board are made by shareholders of the Company (the "Shareholders") other than pursuant to: (i) a requisition of a meeting of Shareholders made pursuant to the provisions of the Canada Business Corporations Act (the "Act"); or (ii) a Shareholder proposal made pursuant to the provisions of the Act.
The Policy fixes a deadline by which Shareholders 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 Policy.
The Board believes that the amendments provide a clear and transparent process for all Shareholders to follow if they intend to nominate directors. In that regard, the amendments provide a reasonable time frame for Shareholders to notify the Company of their intention to nominate directors and require Shareholders to disclose information concerning the proposed nominees that is mandated by applicable securities laws. The Board will be able to evaluate the proposed nominees' qualifications and suitability as directors, and respond as appropriate in the best interests of the Company. The amendments are also intended to facilitate an orderly and efficient meeting process.
In the case of an annual meeting of Shareholders, notice to the Company must be made not less than 30 nor more than 65 days prior to the date of the annual meeting; provided, however, that 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 made not later than the close of business on the 10th day following such public announcement.
In the case of a special meeting of Shareholders (which is not also an annual meeting), notice to the Company must be made 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 special meeting was made.
The Policy is effective and immediately and will be placed before Shareholders for ratification at the upcoming annual and special meeting of Shareholders (the "Meeting") to be held on May 30, 2013. If the Policy is not confirmed at the Meeting by resolution of Shareholders, the Policy will terminate and be of no further force and effect following the termination of the Meeting.
The full text of the Policy will be available via SEDAR at www.sedar.com.
About Laramide Resources:
Laramide is engaged in the exploration and development of high-quality uranium assets. Its wholly owned uranium assets are in Australia and the United States. Laramide's portfolio of advanced uranium projects have been chosen for their production potential. Its flagship project, Westmoreland, in Queensland, Australia, is one of the largest projects currently held by a junior mining company. Its U.S. assets include La Jara Mesa in Grants, New Mexico, and La Sal in the Lisbon Valley district of Utah. Its portfolio also includes joint ventures in the Northern Territory, Australia, strategic equity positions and a portfolio of uranium royalties in the Grants Mineral District of New Mexico.
This press release contains forward-looking statements. The actual results could differ materially from a conclusion, forecast or projection in the forward-looking information. Certain material factors or assumptions are applied in drawing a conclusion or making a forecast or projection as reflected in the forward-looking information.
SOURCE: Laramide Resources Ltd.
For further information:
For further information on Laramide, please visit the company's website at www.laramide.com or please contact:
Marc Henderson, President and CEO
Toronto, Canada +1 (416) 599 7363
Greg Ferron, Vice-President, Corporate Development and IR
Toronto, Canada +1 (416) 599 7363