TSX Venture Exchange (the “Exchange”) on March 23, 2020 has announced temporary blanket relief (the “Temporary Relief”) from certain provisions of the Exchange’s Corporate Finance Manual (the “Manual”) as described in more detail below.
The Exchange is extending the timeframe within which Issuers must hold their annual meeting of Shareholders. Under Policy 3.2, section 4.1 of the Manual, every Issuer must hold an annual meeting of its Shareholders by the earlier of the time required by applicable corporate or securities legislation and 18 months after: (a) the date of its incorporation; or (b) the date of its certificate of amalgamation, in the case of an amalgamated Issuer; and subsequently thereafter in each year not more than 15 months after its last preceding annual meeting of Shareholders or such earlier date as required by applicable corporate or Securities Laws. Pursuant to the Temporary Relief, the Exchange is permitting an Issuer that must hold an annual meeting of Shareholders during 2020 (the “2020 Annual Meeting”) to hold its 2020 Annual Meeting on any date in 2020 up to and including December 31, 2020. The Exchange continues to expect Issuers to comply with applicable legislation regarding the timing of their 2020 Annual Meeting.
The Exchange is extending the timeframe within which Issuers must obtain Shareholder approval of rolling stock option plans. Under Policy 4.4, section 3.9(b) of the Manual, rolling stock option plans generally must receive Shareholder approval at the time the plan is to be implemented and yearly, at the Issuer’s annual meeting. Pursuant to the Temporary Relief, the Exchange is permitting an Issuer to obtain the 2020 yearly Shareholder approval at its 2020 Annual Meeting, which as indicated above may be held on any date in 2020 up to and including December 31, 2020, subject to compliance with applicable legislation.
For more information please see: https://www.tsx.com/resource/en/2230
For more information, please call Barbara Hendrickson at BAX Securities Law (416) 601 -1004.
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