XE

Xemplar Energy Corp. (TSX VENTURE:XE)(FRANKFURT:E7R) - 

Mr. Simon Tam, an independent director of the Company and Chairman of the
Special Committee, has today issued the following response to October 31, 2012
release by Mr. Ron Mitchell, regarding the circumstances under which the Board
has removed Messrs. Mitchell and Gerry Pallotta from the Special Committee.


The Special Committee was formed by the Board on October 18, 2012 for the
specific purpose of directing the Company's response to a shareholder
requisition received from Fursa Master Global Event Driven Fund LP (the
"Requisition"). The requisitionist's objective is to call a shareholders meeting
to remove Messrs. Mitchell and Pallotta from the Board and to elect new
directors.


At the time the Special Committee was formed, the Board was advised by legal
counsel that, despite Messrs. Mitchell and Pallotta being the targets of the
Requisition, they were not in conflict in voting themselves to and serving on
the Special Committee.


October 19, 2012, Mr. Tam obtained independent legal advice which contradicted
that provided to the Board the previous day. Specifically, Mr. Tam was advised
by his independent counsel to seek reconstitution by the Board of the Special
Committee on the basis that Messrs. Mitchell and Pallotta were precluded by
their conflict of interest from serving on the Special Committee. As a
consequence of Mr. Tam's actions, the Company's Board on October 25, 2012,
reconstituted the Special Committee, with Mr. Simon Tam appointed as the sole
member of that Committee.


In Mr. Tam's view, the dispute underlying the Requisition is between Fursa and
Messrs. Mitchell and Pallotta. In representing the Company's best interests, Mr.
Tam takes no position in this dispute and will not tolerate the Company's
resources being expended either to promote Fursa's position under the
Requisition or to defend Messrs. Mitchell and Pallotta's personal interests in
the dispute; those will be matters for the shareholders to decide at the
shareholders meeting on December 28, 2012. 


Simon Tam, Chairman 

Special Committee 

Certain statements contained in this press release may include forward-looking
information with respect to the Company's operations and future financial
results. Such statements are based on current expectations, are subject to a
number of uncertainties and risks, and actual results may differ materially from
those contained in such statements. Further information can be found in the
disclosure documents filed by the Company at www.sedar.com. 


FOR FURTHER INFORMATION PLEASE CONTACT: 
Xemplar Energy Corp.
Simon Tam
Chairman
+1.604.687.4191
+1.604.871.9926 (FAX)
info@xemplar.ca
www.xemplar.ca

Xemplar Energy Corp. (TSXV:XE)
Historical Stock Chart
From May 2024 to Jun 2024

Xemplar Energy Corp. (TSXV:XE)
Historical Stock Chart
From Jun 2023 to Jun 2024