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St. Elias Files Management Information Circular For Annual And Special Meeting And Advises Shareholders To Support Company's Nominees

Stocks in this article: SLI

Our Company Is Making Progress Despite Challenges

There is no doubt that this has been a challenging year for our Company, and for mining exploration in general, but we continue to make progress. As much as we all wish otherwise, we cannot control our share price. Management remains focused on the factors that we can control that will help determine our success:

    • We are in a solid financial position, with more than $3 million in working capital as at August 31, 2012.
  • We have identified how we can most effectively advance our projects at minimal cost to our shareholders:
    • Option agreements in place will allow us to conduct exploration activities on a number of projects at little or no cost to us.
  • We are transparent about the risks inherent in our business:
    • Mineral exploration is risky. As we saw after drilling our Tesoro Gold project earlier this year, mineralization in economic quantities can be hard to locate, even with the best science. Shareholders must understand the risks as well as the potential of our projects and we are committed to communicating on both fronts.
  • We communicate regularly with the market and our shareholders in accordance with disclosure best practices:
    • We have improved our communications: we've recently updated our website, established a new disclosure policy that codifies our longstanding disclosure practices, and hired Danny Aaron to stay in touch with you. 
  • We are applying our many years of mineral exploration and management expertise to move the Company and its projects forward:
    • In Peru, our flagship Tesoro Gold project is one of six properties that have excellent potential. Of our other properties in Peru, three are progressing at little cost to us thanks to the option agreements we have put in place. At Cueva Blanca, for example, we've recently announced a 10,000-metre, $2.5 million drilling program that will mainly be funded by another company. At another optioned property, Chance E (adjacent to Tesoro) we've recently disclosed gold assays from three surface geochemical samples.

Our Enhanced Governance

We have a strong and experienced management team and Board. That said, we are a junior company and recognize that we need to grow alongside our projects. For this reason we are making certain changes to enhance corporate governance. This will provide an additional level of reassurance to you, our shareholders, that your board is acting to protect your interests. Immediately after the meeting we are committed to establishing:

  • An entirely independent Audit Committee.
  • Two new Board committees: a Nominating Committee to select future directors and a Compensation Committee to determine how our executives are paid.

Elimination of Staggered Board Provisions

At the request of the TSX Venture Exchange, St. Elias has put a special resolution forward to amend the Company's articles by removing the staggered board provisions. The amendment is intended to comply with the Exchange's requirement that listed companies hold elections for all directors on an annual basis.

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