North Vancouver, Canada, December 24, 2013 - Guyana Frontier Mining Corp. ("Guyana Frontier" or the "Company") is pleased to announce the results of the Annual and Special Meeting of the Company's shareholders held on December 19, 2013, in Vancouver, B.C., Canada (the "Meeting"), at which:
- Evangelos F. Gnissios and Brian J. Walker were re-elected as members of Guyana Frontier's Board of Directors (the "Board"), and James T. Gillis was elected as a member of the Board;
- BDO Canada LLP, Chartered Accountants, was re-appointed auditor for the coming year;
- in accordance with TSX Venture Exchange ("TSXV") policies, the Company's incentive stock option plan was approved and ratified for the ensuing year;
- the shareholders approved a consolidation of the Company's outstanding common shares (the "Share Consolidation") on the basis of any one of the following share consolidation ratios: 1 post-consolidation common share for every 4, 8, 10, 12, 15 or 20 pre-consolidation common shares (in each case, an "Approved Share Consolidation Ratio"). The Board will have the discretion to effect the Share Consolidation on any one of the Approved Share Consolidation Ratios, and will determine which Approved Share Consolidation Ratio is appropriate based on market conditions at the time the Share Consolidation is implemented. The Share Consolidation remains subject to the acceptance of the TSXV; and
- the shareholders approved amendments to the Company's articles to allow the Board to change the Company's name and make certain alterations to the Company's share structure by Board resolution, subject to the requirements of the Business Corporation Act (British Columbia).
The Company also wishes to announce that at the Meeting an advance notice policy (the "Advance Notice Policy") regarding director nominations was approved. The Policy was adopted originally by the Company's Board of Directors on November 12, 2013, but did not become effective until the receipt of shareholder approval at the Meeting.
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 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 policy also sets a deadline by which director nominations must be submitted to the Company prior to any annual 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 meeting of shareholders, notice to the Company must be made not less than 55 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 65 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.
In the case of a special meeting (which is not also an annual meeting) of shareholders, 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.
Shareholders representing 31.8% of the issued and outstanding shares of the Company were represented at the Annual and Special Meeting in person or by proxy.
In addition, Guyana Frontier announces the appointment of Mr. Evangelos F. Gnissios as Chair of the Board.
About Guyana FrontierGuyana Frontier is a public mineral exploration company listed on the TSX Venture Exchange (TSX-V: GYG), and is focused on the exploration, discovery and development of precious metals deposits within Guyana, South America. Guyana Frontier began acquiring interests in Guyanese exploration properties in 2007, and now holds various rights to obtain working interests in approximately 184,225 acres (74,555 hectares) of prospective lands.
Guyana Frontier's goal is to develop a significant gold resource at its 100% owned Marudi Mountain gold property. On July 17, 2013, the Company announced it had entered into a letter of intent with Mulgravian Ventures (Guyana) Inc. ("MVGI"), whereby MVGI will manage the Marudi Mountain gold property and intends to commence mining operations (the "Mining Operation') from the alluvial, elluvial and colluvial deposits on the property. The parties are currently preparing a definitive management agreement which will detail the terms of the agreement.
For further information about Guyana Frontier, please visit our website at
www.guyanafrontier.com or contact Mr. Evangelos Gnissios, President and Chief Executive Officer at (604) 558-0077.
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.
Forward Looking Statements
This release contains "forward-looking statements" within the meaning of applicable Canadian securities legislation, including predictions, projections and forecasts. Forward-looking statements include, but are not limited to, statements that address activities, events or developments that Guyana Frontier expects or anticipates will or may occur in the future, including such things as the completion of the Share Consolidation.
Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "planning", "planned", "expects" or "looking forward", "does not expect", "continues", "scheduled", "estimates", "forecasts", "intends", "potential", "anticipates", "does not anticipate", or "belief", or describes a "goal", or variation of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.
Forward-looking statements are based on a number of material factors and assumptions. Although Guyana Frontier has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Guyana Frontier does not assume the obligation to revise or update these forward-looking statements after the date of this document or to revise them to reflect the occurrence of future unanticipated events, except as may be required under applicable securities laws.