March 6, 2013
/PRNewswire/ - Gibson Energy Inc. ("Gibson" or the "Corporation"), TSX: GEI, announced today that its Board of Directors approved the adoption of a new bylaw of the Corporation (the "New Bylaw") on
March 5, 2013.
The New Bylaw requires advance notice to the Corporation in circumstances where nominations of persons for election as a director of the Corporation are made by shareholders other than pursuant to: (i) a requisition of a meeting made pursuant to the provisions of the
Business Corporations Act
) (the "Act"); or (ii) a shareholder proposal made pursuant to the provisions of the Act.
Among other things, the New Bylaw 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.
In the case of an annual meeting of shareholders, notice to the Corporation 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 Corporation 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.