Vicwest Inc. Announces Adoption of Advance Notice By-Law
OAKVILLE, ON, April 8, 2014 /CNW/ - Vicwest Inc. (the "Company") (TSX: VIC, VIC.DB and VIC.DB.A) announced today that its Board of Directors has approved a By-Law (the "Advance Notice By-Law") that requires advance notice to the Company where director nominations are made by shareholders of the Company, subject to specified exceptions. The Advance Notice By-law is similar to the advance notice by-laws adopted by many other Canadian public companies and will help to ensure that all shareholders receive adequate notice of the nominations to be considered at a meeting and can thereby exercise their voting rights in an informed manner.
Under the Advance Notice By-Law, advance notice of nominations must be given to the Company:
- in the case of an annual meeting of shareholders, 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; and
- in the case of a special meeting of shareholders (which is not also an annual meeting), 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.
For an effective nomination to occur, a shareholder is required to provide the Company with certain information, enumerated in the Advance Notice By-Law, about the nominating shareholder and its proposed nominees in the time frames set out above. The by-law does not apply to nominations made by or at the direction or request of one or more shareholders pursuant to a proposal submitted to the Company in accordance with the Business Corporations Act (Ontario) (the "Act") or a requisition of meeting submitted to the directors in accordance with the Act.
The Advance Notice By-Law is effective immediately. Shareholders will be asked at the next shareholder meeting to confirm and ratify the Advance Notice By-Law, a copy of which has been filed under the Company's profile at www.sedar.com.
ABOUT VICWEST INC.
Vicwest Inc. is a leading manufacturer and distributor of engineered storage and handling systems for grain, fertilizer and liquid storage as well as building construction products for agriculture, commercial, industrial and residential markets. We operate through two strategically aligned divisions: Vicwest Building Products and Westeel. With approximately 7,000 customers, 1,200 dedicated employees and 34 business partners, we are positioned for growth in domestic and international markets. Vicwest Inc. is a member of the S&P/TSX SmallCap Index. For more information, visit www.vicwestinc.com.
FORWARD-LOOKING STATEMENTS
Certain statements in this press release constitute forward-looking statements within the meaning of applicable securities laws. Forward-looking statements include, but are not limited to, management's beliefs, plans, estimates, and intentions, and similar statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "outlook", "objective", "may", "will", "expect", "intend", "estimate", "anticipate", "believe", "should", "plans" or "continue", or similar expressions suggesting future outcomes or events. Such forward-looking statements reflect management's current beliefs and are based on information currently available to management. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those contemplated by such statements. Readers are encouraged to review the most recently filed Management's Discussion and Analysis and other disclosure documents filed by the Company with Canadian securities regulatory agencies and commissions. Readers are cautioned not to place undue reliance on the Company's forward-looking statements. The forward-looking statements contained herein are made as of the date of this press release and except as required by applicable law, the Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
SOURCE: Vicwest Inc.
Colin Osborne, President & Chief Executive Officer, Vicwest Inc., Tel: (905) 469-5700, [email protected]; Rod Crawford, Chief Financial Officer, Vicwest Inc., Tel: (905) 469-5706, [email protected]
Share this article