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Rainy River Resources Ltd
Symbol C : RR
Shares Issued 99,943,216
Close 2013-03-21 C$ 2.93
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Rainy River Resources adopts advance notice policy

2013-03-22 11:07 ET - News Release

Mr. Raymond Threlkeld reports

RAINY RIVER RESOURCES ADOPTS ADVANCE NOTICE POLICY

Rainy River Resources Ltd.'s board of directors has approved an advance notice policy, which policy includes a provision that requires advance notice to the company in circumstances where nominations of persons for election to the board of directors are made by shareholders of the company other than pursuant to: (i) a requisition of a meeting made pursuant to the provisions of the Business Corporations Act (British Columbia), or (ii) a shareholder proposal made pursuant to the provisions of the act.

The advance notice policy fixes a deadline by which holders of record of common shares must submit director nominations to the secretary of the company prior to any annual or special meeting of shareholders and sets forth the specific information that a shareholder must include in the written notice to the secretary of the company for an effective nomination to occur. No person will be eligible for election as a director of the company unless nominated in accordance with the provisions of the policy.

In the case of an annual meeting of shareholders, notice to the company must be made not less than 30 or more than 65 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 50 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 of shareholders (which is not also an annual meeting), 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.

The policy is effective and in full force and effect. In accordance with the terms of the policy, the policy will be put to shareholders for approval at the annual meeting of shareholders to be held in May, 2013. If the policy is not confirmed at the meeting by resolution of shareholders, the policy will terminate, and be of no further force and effect following the termination of the meeting.

The full text of the policy will be available via SEDAR.

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