|By Marketwired .||
|March 21, 2014 10:50 AM EDT||
VANCOUVER, BRITISH COLUMBIA -- (Marketwired) -- 03/21/14 -- Bearing Resources Ltd. ("Bearing", or the "Company") (TSX VENTURE: BRZ) announces that it will be holding its Annual General and Special Meeting of its shareholders (the "Shareholder's Meeting") on May 21, 2014. At the Shareholder's Meeting the shareholders will, among other things, elect the Company's directors for the ensuing year and will be asked to consider a special resolution to amend the Company's Articles to implement an Advance Notice Policy, discussed in more detail below.
All of the current directors of the Company, other than Mr. Geoff Chater and Mr. Brian Bayley, will be standing for re-election at the Shareholder's Meeting. The Company wishes to thank Geoff and Brian for their contributions over the past three years and wishes them all the best for their future endeavours.
Advance Notice Policy
The Company is announcing that its board of directors have adopted an advance notice policy (the "Advance Notice Policy") regarding director elections. The purpose of the Advance Notice Policy is to provide a clear process for the shareholders, directors and management to follow when nominating directors of the Company. Such a policy will ensure that shareholders receive adequate notice of director nominations and sufficient information regarding all director nominees and to allow shareholders to register an informed vote after having been afforded reasonable time for appropriate deliberation.
The Advance Notice Policy, among other things, includes a provision that requires advance notice to the Company in certain circumstances where nominations of persons for election to the board of directors are made by shareholders of the Company. This Advance Notice Policy also sets a deadline by which director nominations must be submitted to the Company prior to any annual general or special meeting of the shareholders and also sets out the required information that must be included in the notice to the Company. No person will be eligible for election as a director of the Company unless nominated in accordance with the Advance Notice Policy.
In the case of an annual general meeting of the shareholders, notice to the Company must be made not less than 35 days and not more than 65 days prior to the date of the annual general meeting. If the annual general meeting is being held on a date that is less than 50 days following the date on which the first public announcement of the meeting was made, notice may be made not later than the close of business on the 10th day following such public announcement.
In the case of a special meeting of shareholders (which is not also an annual general meeting) called for the purpose of electing directors, notice to 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 was made. Notwithstanding the foregoing, the board of directors may, in its sole discretion, waive any requirement of the Advance Notice Policy.
The Advance Notice Policy is in effect as at the date of this news release and the Company intends to seek shareholder approval to amend the Company's articles to incorporate the provisions of the Advance Notice Policy at the Shareholder's Meeting.
A full description of the Advance Notice Policy will be contained in the information circular to be prepared for the Shareholders' Meeting and mailed to the Company's shareholders. A copy of the Advance Notice Policy is available on SEDAR under the Company's profile at www.sedar.com.
About Bearing Resources
Bearing is a Canadian based precious and base metal exploration company with projects located in British Columbia, the Yukon and Mexico. In Mexico the Company's partner Newmont is advancing the Pedro epithermal gold project while in British Columbia the Company has discovered a gold-bearing skarn system on its October Dome property near the currently producing QR Gold Mine. The Company's Mount Polley projects is located in near Imperial Metals Corporation's ("Imperial") Mt. Polley copper-gold mine and includes a production royalty on the Boundary property. The Company also holds interests in projects in the Yukon including the Flume Project in the White Gold District.
BEARING RESOURCES LTD.
Robert Cameron, President & CEO
This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Such forward-looking statements or information, including but not limited to, those with respect to future exploration programs and venture arrangements involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance or achievements of Bearing to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. Such factors include, among others, the actual prices of commodities, the factual results of current exploration, development and mining activities, changes in project parameters as plans continue to be evaluated, as well as those factors disclosed in documents filed from time to time with the securities regulators in the applicable Provinces of British Columbia and Alberta. 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.
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