Aug. 12, 2013
/CNW Telbec/ - Valener Inc. ("
") (TSX: VNR) announces the approval by its Board of Directors of an advance notice by-law (the "
"), which requires advance notice to Valener in circumstances where nominations of persons for election as a director of Valener are intended to be made by shareholders other than pursuant to: (i) a notice of a meeting made pursuant to the provisions of the
Canada Business Corporations Act
"); or (ii) a shareholder proposal made pursuant to the provisions of the Act. With the adoption of this By-law, Valener is following the best practices that are currently emerging in
for the election of directors.
Among other things, the By-law fixes a deadline by which shareholders must submit a notice of director nominations to Valener 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, the notice to Valener must be made not less than 30 nor more than 65 days prior to the date of the annual meeting; however, in the event that the annual meeting of shareholders 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 by the nominating shareholder may be made not later than the close of business on the tenth day following the announcement date.
In the case of a special meeting (which is not also an annual meeting) of shareholders called for the purpose of electing directors (whether or not called for other purposes), the notice to Valener must be made not later than the close of business on the fifteenth day following the day on which the first public announcement of the date of the special meeting of shareholders was made.