VANCOUVER, Nov. 5, 2012 /CNW/ - Compass Gold Corporation
(TSXV: CVB) today announced that shareholders approved all matters
at the Annual General and Special Meeting (the AGM), including the
special business set forth below relating to a potential listing of
the company's common shares on the Australian Securities Exchange
(the ASX).
Up to 3-for-1 Share Consolidation
Shareholders at the AGM on November 1, 2012 approved the consolidation of
the company's outstanding common shares on the basis of one (1)
post-consolidation common share for every three (3)
pre-consolidation common shares, or such lesser number of
pre-consolidation common shares that the directors in their
discretion may determine. The directors will have the sole
discretion to select the final consolidation ratio and to implement
the consolidation at any time prior to May
1, 2013, subject to the approval of the TSX Venture
Exchange.
The consolidation would be implemented to enable
Compass to satisfy the ASX's listing requirement that securities
issued under an Initial Public Offering on the ASX must be offered
and sold at a price of A$0.20 or
more.
Amendments to Articles
Shareholders approved, by special resolution,
certain amendments to the articles of the Company to incorporate
provisions required by the ASX for companies listed on the ASX.
Amendments to Stock Option Plan
In addition to ratifying and approving the
company's existing 10% rolling stock option plan, shareholders
approved various amendments to the stock option plan to make the
plan consistent with applicable ASX requirements for stock
options.
Further details of the above matters are
contained in the company's information circular relating to the AGM
dated September 25, 2012 and filed on
SEDAR (www.sedar.com).
The shareholder approvals obtained at the AGM
empower the directors to determine whether and when to implement
the consolidation and the amendments to the articles and stock
option plan.
The company is not presently proceeding to
implement the consolidation and amendments to its articles and
stock option plan. As a result, the company's existing 10%
rolling stock option plan and articles remain in effect.
The company plans to provide an update relating
to the ASX listing application process during the coming weeks.
The company does not make any representation
regarding the ability of the company to meet the ASX listing
requirements or the possible success of the application process, or
that the company will in fact apply for a listing on the ASX.
About Compass Gold Corporation
Compass Gold Corporation, a tier 2 mining issuer
listed on the TSX Venture Exchange, is focused on gold exploration
in Mali, Africa's third-largest producer of gold.
Compass, through its wholly owned subsidiary, Africa Mining SARL,
owns a 100% interest in four gold exploration permits (Yanfolila,
Dandoko, Kolondieba, and Solabougouda) as well as holding
applications over a further four areas, Mousala, Sirakourou,
Yanfolila East, and Kolondieba Nord) covering an aggregate of 1,138
sq kms in key gold-producing regions in south west Mali, West
Africa. Further information is available at
www.compassgoldcorp.com.
Forward-Looking Information
This news release may include "forward-looking
statements" including forecasts, estimates, expectations, and
objectives for future operations that are subject to a number of
assumptions, risks, and uncertainties, many of which are beyond the
control of Compass Gold Corporation. Such forward-looking
information represents management's best judgment based on
information currently available. No forward-looking statement can
be guaranteed and actual future results may vary materially. Risks
and uncertainties about Compass Gold's business are more fully
discussed in the company's disclosure materials, including its
MD&A, filed with the securities regulatory authorities in
Canada and available at
www.sedar.com and readers are urged to read these materials.
Compass Gold does not assume the obligation to update any
forward-looking statement, except as required by applicable
law.
Neither the TSX Venture Exchange nor its regulation services
provider accepts responsibility for the adequacy or accuracy of
this news release.
COMPASS GOLD CORPORATION
"James Henderson"
James Henderson,
President
SOURCE Compass Gold Corporation