EFT Canada Adopts Advance Notice By-Law
April 29 2014 - 3:14PM
Marketwired
EFT Canada Adopts Advance Notice By-Law
TORONTO, ONTARIO--(Marketwired - Apr 29, 2014) - EFT Canada Inc.
("EFT" or the "Company") (TSX-VENTURE:EFT) announced today the
adoption by its Board of Directors of By-law No. 2 of the Company
(the "Advance Notice By-law"), a by-law establishing a framework
for advance notice of nominations of directors by shareholders.
Among other things, the Advance Notice By-law fixes a deadline by
which shareholders must submit a notice of director nominations to
EFT 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.
The Advance Notice By-law is similar to the advance notice
by-laws adopted by many other Canadian public companies. The
Company believes that the provision is considered to be good
corporate governance. The purpose is to foster a variety of
interests of the shareholders and the Company by ensuring that all
shareholders, including those participating in a meeting by proxy
rather than in person, receive adequate notice of the nominations
to be considered at a meeting and can thereby exercise their voting
rights in an informed manner. In addition, the Advance Notice
By-Law should assist in facilitating an orderly and efficient
meeting process, provides shareholders, directors and management of
the Company with a clear framework for nominating directors.
Specifically, the Advance Notice By-law requires advance notice to
the Company in circumstances where nominations of persons for
election as a director of EFT are made by shareholders other than
pursuant to a "proposal" made in accordance with the provisions of
the Business Corporations Act (Ontario) (the "Act") or a
requisition of shareholders made in accordance with the provisions
of the Act.
In the case of an annual meeting of shareholders, notice to the
Corporation must be given not less than 30, and not more than 65
days prior to the date of the annual meeting. 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 given not later than
the close of business on the 10th day following the notice
date.
In the case of a special meeting of shareholders (which is not
also an annual meeting), notice to the Corporation must be given
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
meeting was made.
The Advance Notice By-law is effective immediately. Shareholders
of EFT will be asked to ratify and confirm the Advance Notice
By-law at the next meeting of shareholders to be held on July 7,
2014. The implementation of the new bylaw also remains subject to
the receipt of conditional acceptance by the TSX Venture Exchange.
The full text of the Advance Notice By-law has been filed under
EFT's profile at www.sedar.com.
EFT CANADA INC.
Founded in 2003 and headquartered in Toronto, Ontario, EFT
Canada, a leading financial services firm, offers small and medium
sized businesses a broad range of innovative and electronic payment
solutions, including Canadian and U.S. electronic funds transfer
(ACH/EFT), credit card payment processing gateway (PCI DSS Level
1), gift and loyalty programs and fraud prevention services. For
more information, please visit www.eftcanada.com.
This press release contains forward-looking statements which
reflect the Company's current expectations regarding future events.
The forward-looking statements involve risks and uncertainties.
Actual results could differ significantly from those projected
herein. Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
EFT Canada Inc.Jonathan PasternakPresident(416)
781-0666jpasternak(at)eftcanada.comwww.eftcanada.com
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