Calgary, Alberta - December , 2013 - Titanium Corporation Inc. ("Titanium" or the "Company") announced that it has called the annual and special meeting of shareholders of the Company to be held at 10:00 a.m. (Toronto time) on Thursday, January 23, 2014 at the Toronto Board of Trade, 1 First Canadian Place, Suite 350, Toronto, Ontario.
Titanium also announced that the board of directors of Titanium (the "Board") has approved the adoption of an advance notice by-law (the "Advance Notice By-law"). The Advance Notice By-law sets forth provisions requiring advance notice to the Company in circumstances where nominations of persons for election to the Board are made by shareholders of the Company other than pursuant to: (i) a "proposal" made in accordance with the Canada Business Corporations Act(the "Act"); or (ii) a requisition of the shareholders made in accordance with the Act. More specifically, the Advance Notice By-law fixes a deadline by which holders of record of common shares of Titanium must submit director nominations to the corporate secretary of the Company prior to any annual or special meeting of shareholders and sets forth the specific information that a shareholder must include in the written notice to the corporate secretary of the Company for an effective nomination to occur. No person will be eligible for election as a director of the Company unless nominated in accordance with the provisions of the Advance Notice By-law.
In the case of an annual meeting of shareholders, notice to the corporate secretary of the Company must be made not less than 30 nor more than 65 days prior to the date of the annual meeting of shareholders; provided, however, that 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 (the "Notice Date"), notice by the nominating shareholder may be made not later than the close of business on the 10th day following the Notice 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), notice to the corporate secretary of the Company must be made 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 of shareholders was made.
The Advance Notice By-law is now effective and in full force and effect. The Advance Notice By-law will be put to shareholders of the Company for approval at its upcoming annual and special meeting of shareholders scheduled for January 23, 2014. If the Advance Notice By-law is not confirmed at the meeting by ordinary resolution of shareholders, the Advance Notice By-law will terminate and be of no further force and effect following the termination of the shareholders meeting.
The full text of the Advance Notice By-law is available via SEDAR at www.sedar.com or upon request by contacting the Company.
About Titanium Corporation Inc.
Titanium Corporation Inc. is commercializing proprietary technology to recover heavy minerals and residual bitumen and solvents contained in the waste tailings streams from oil sands mining operations near Fort McMurray, Alberta. This technology has the potential to deliver incremental revenue to existing oil sands producers by enhancing bitumen recovery while developing the first ever commercial production of valuable minerals from Canada's oil sands and reducing environmental impacts of oil sands tailing. The combined benefits of the Company's technology would enhance the value and reputation of oil sands resources. The Company's shares trade on the TSX-V under the symbol "TIC". For more information visit the Company's website at www.titaniumcorporation.com.
Disclosure regarding forward-looking statements
This press release contains forward-looking statements. More particularly, this press release contains statements concerning the anticipated date of the Company's annual and special shareholders meeting and the anticipated shareholder approval of the Advance Notice By-law. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. The Company's annual and special meeting may be delayed. Shareholders may not approve the Advance Notice By-law. Accordingly, there is a risk that the Advance Notice By-law will only be in force for a brief period of time.
The forward-looking statements contained in this press release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
Neither the 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.
For further information, contact:
President & CEO
Tel: (403) 561-0439
Tel: (416) 577-9927
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