05:01:09 EDT Wed 24 Apr 2024
Enter Symbol
or Name
USA
CA



St Elias Mines Ltd
Symbol SLI
Shares Issued 117,118,355
Close 2013-01-16 C$ 0.145
Market Cap C$ 16,982,161
Recent Sedar Documents

St. Elias offers dissidents seats on board

2013-01-17 13:23 ET - News Release

Ms. Lori McClenahan reports

ST. ELIAS SEEKS TO MOVE COMPANY FORWARD AND ENGAGE DISSIDENTS

St. Elias Mines Ltd. has received the final scrutineer's report from the annual general and special meeting of securityholders of St. Elias Mines held on Dec. 27, 2012.

The report confirms that the motion to amend the company's articles was approved, that the number of directors was set at five, and that Lori McClenahan, Tina Whyte, Donald Bastien, Paul McDonald and Robert Krause were elected as directors. Ernst & Young LLP was reappointed as auditor. The motion to amend the company's stock option plan did not pass by the needed majority. The report indicates that an aggregate 7,410,582 shares were represented at the meeting by proxy or in person. As has previously been disclosed, proxies that were found by the chair to be invalid for any reason have been excluded from this total.

The company has shared all of the proxies, ballots and related materials with counsel for Darcy and Gilby Hastman (dissidents). In furtherance of the board's commitments made to shareholders in the information circular and subsequently, the company is pleased to advise that it is delivering on its promises in the area of corporate governance and has established a compensation committee, consisting of a majority of independent directors, in addition to its audit committee.

The company is committed to moving St. Elias forward for the benefit of all shareholders. To this end, St. Elias's current board of directors has, on more than one occasion, offered both Darcy and Gilby Hastman director positions on the board of directors of St. Elias. These offers have been rejected by the Hastmans.

In the days and weeks leading up to the meeting, management made efforts to reach a consensus with the Hastmans on the constitution on the board of directors, consisting of representatives from both camps. One of the proposals made by management prior to the meeting that the Hastman brothers join the president and the secretary of the company on the board with a fifth director to be chosen by Darcy and Gilby Hastman from the three independents recommended by management.

The company again offered Darcy and Gilby Hastman representation on the board of directors in order to address the dissidents' desires for board representation and greater access to information. The company's offers to the dissidents ensured that qualified management personnel remained in control of the day-to-day affairs of the company.

On behalf of all shareholders, management will continue to reach out to shareholders who have legitimate questions and concerns, and will continue to attempt to work with the dissidents to accomplish what all parties want -- a stronger St. Elias in the future.

We seek Safe Harbor.

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