TORONTO, Jan. 31, 2014 /CNW/ - Galway Metals Inc.
(TSX-V: GWM) (the "Company") is pleased to announce
the approval and adoption by its board of directors (the
"Board") of amendments to its by-laws to include advance
notice provisions (the "Advance Notice Provision"), the
purpose of which is to require advance notice to be provided 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
Business Corporations Act (New
Brunswick) (the "Act"); or (ii) a Shareholder
proposal made pursuant to the provisions the Act.
The purpose of the Advance Notice Provision is to provide
Shareholders, directors and management of the Company with a clear
framework for nominating directors. Among other things, the Advance
Notice Provision fixes a deadline by which Shareholders must submit
nominations to the Company prior to any annual or special meeting
of the Shareholders and sets forth the minimum information that a
Shareholder must include in the notice to the Company for the
notice to be in proper written form.
In the case of an annual meeting of Shareholders, notice to the
Company must be made not less than 30 days and no more than 65 days
prior to the date of the annual meeting, provided, however, 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 Advance Notice Provision is effective immediately and will
be placed before Shareholders for ratification at the next meeting
of Shareholders to be held on March 17,
2014. A copy of the amended by-laws of the Company, which
includes the Advance Notice Provision, has been filed under the
Company's SEDAR profile at www.sedar.com.
Neither the TSX-V nor its regulation services provider (as
that term is defined in the policies of the TSX-V) accepts
responsibility for the adequacy or accuracy of this
release.
SOURCE Galway Metals Inc
