Advance Notice Provision definition
Examples of Advance Notice Provision in a sentence
The Advance Notice Provision fixes a deadline by which Shareholders must submit director nominations to the Company prior to any annual or special general meeting of shareholders at which directors are to be elected and sets forth the information that a shareholder must include in the notice to the Company in order for such person to be eligible to stand for election as a director at such meeting.
The disclosure below is qualified in its entirety by the full text of the Advance Notice Provision, the full text of which is attached as Schedule A to this Management Proxy Circular.
Under the Articles of the Company and the B.C. Corporations Act the Act, the alteration of the Articles must be approved by special resolution passed by at least two-thirds of the vote cast in favour of the Advance Notice Provision at the Meeting by Shareholders.
The purpose of the Advance Notice Provision is to provide shareholders, directors and management of the Corporation with a clear framework of the procedure for nominating directors for election at any annual general meeting or at any special meeting of shareholders at which the election of directors is one of the purposes for which the special meeting is called.
The Advance Notice Provision is the framework by which the Corporation seeks to fix a deadline by which registered or beneficial holders of common shares of the Corporation must submit director nominations to the Corporation prior to any annual or special meeting of shareholders and sets forth the information that a shareholder must include in the notice to the Corporation for the notice to be in proper written form.
Advance Notice Provision – Background and Purpose The following information is intended as a brief description of the advance notice requirements contained in the Advance Notice Provision.
The alteration to the Articles (the “Alteration”) to include the Advance Notice Provision will effectively entrench terms of advance notice for nomination of directors within the Corporation’s charter effectively safeguarding the Advance Notice Provision and all actions taken by the Corporation pursuant thereto.
Unilateral Adoption of an Advance Notice Provision For Canadian companies, generally withhold from individual directors, committee members, or the entire board as appropriate in situations where an advance notice policy has been adopted by the board but has not been included on the voting agenda at the next shareholders' meeting.
Confirmation and Approval of Advance Notice Provision by Shareholders The addition of the Advance Notice Provision to the Company’s Articles requires the affirmative vote of not less than two-thirds of the votes cast at the Meeting by the Shareholders, in person or by Proxy.
The Advance Notice Provision further provides that in the case of an annual general meeting, notice to the Company must be given no less than 30 nor more than 60 days prior to the date of the meeting; provided that if the meeting is to be held on a date that is less than 60 days after the date on which the first public announcement of the date of the meeting was made, notice may be given no later than the close of business on the 10th day following such public announcement.