However, the Company is seeking approval, subject to the completion of the Continuance, in order to provide flexibility to the Company and the Board in the event that the Board determines it is in the best interests of the Company to complete the Consolidation at an opportune time.
There is no current intention to complete the Consolidation and it may not be completed at all. To be effective, the resolution authorizing the Continuance must be passed by the affirmative vote of 66 2/3% of the votes cast by Shareholders. However, if the Company completes the Continuance and becomes an Ontario corporation, shareholder approval would be required for a consolidation of the Common Shares.Īt the Meeting, Shareholders will be asked to pass a resolution authorizing the Company to consolidate the issued and outstanding Common Shares on the basis of one (1) new Common Share for up to ten (10) existing Common Shares (the “ Consolidation”) at a future point in time. The By-Law reflects those corporate laws that will be applicable to the Company following the Continuance, as an Ontario corporation.Īs a BC company currently, the board of directors of the Company (the “ Board”) may resolve to effect a share consolidation without the approval of its shareholders.
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If approved and the Company is continued into Ontario, the current Articles (charter document) of the Company will need to be replaced by a new By-Law, which must also be approved by Shareholder, and which is included in full in the notice and management information circular (the “ Notice and Circular”). The Continuance is not a reorganization, an amalgamation or a merger. The Continuance will not result in any change in business of the Company or its assets, liabilities or net worth. As the Company’s operations are headquartered in Ontario, and most of the directors and management are located in Ontario, management believes that it will be more efficient and cost effective for the Company to be governed by the laws of Ontario.Īt the Meeting, Shareholders will be asked to pass a resolution authorizing the Company to continue out of British Columbia and into Ontario (the “ Continuance”).
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Participant registration for the Meeting can be completed at In addition to customary business matters to be considered at the Meeting, Shareholders will be asked to consider the following items: (the “ Company” or “ MVMD”) (CSE: MVMD) (FRA: 20MP) announces that the annual general and special meeting (the " Meeting") of holders (the " Shareholders") of common shares (" Common Shares") of MVMD is scheduled to be held virtually on Septemat 11:30 a.m. 09, 2021 (GLOBE NEWSWIRE) - Mountain Valley MD Holdings Inc.
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