Resolve Ventures Adopts Advance Notice Policy and Corrects Announcement of Appointment of Marcy Kiesman as Director
For Immediate Release December 5, 2017 Trading Symbol: RSV – TSX-‐V
NEWS RELEASE
RESOLVE VENTURES ADOPTS ADVANCE NOTICE POLICY AND CORRECTS ANNOUNCEMENT OF APPOINTMENT OF MARCY KIESMAN AS DIRECTOR
Vancouver, British Columbia -‐ Resolve Ventures Inc. (“Resolve” or the "Company") (TSXV: RSV) announces that the board of directors of the Company (the “Board”) has approved the adoption of an advance notice policy (the “Policy”) to provide shareholders, directors and management of Resolve with a clear framework for nominating directors. The Policy is meant to: (i) facilitate an orderly and efficient annual and/or special meeting process; (ii) ensure all shareholders receive adequate notice of director nominations and sufficient information with respect to all nominees; and (iii) allow shareholders to register an informed vote, having been afforded reasonable time for appropriate deliberation.
The Policy contains a provision that requires advance notice to Resolve in circumstances where nominations of persons for election to the Board are made by shareholders of Resolve. The Policy fixes deadlines by which shareholders of record of Resolve must submit director nominations to Resolve prior to any annual or special meeting of shareholders, and sets forth the information a shareholder must include in the notice to Resolve for an effective nomination to occur. No person will be eligible for election as a director of Resolve unless nominated in accordance with the provisions of the Policy.
In the case of an annual meeting of shareholders, the deadline for notice to Resolve pursuant to the Policy is not less than 30 days, or more than 65 days, prior to the date of the annual meeting of shareholders; provided, however, that in the event that the annual meeting of shareholders 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 (which is not also an annual meeting) of shareholders called for the purpose of electing directors (whether or not called for any other purposes), the deadline for notice to Resolve pursuant to the Policy is no 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.
At the next annual general meeting of shareholders, the Company will ask shareholders to ratify and confirm the adoption of the Policy.
700-838 W Hastings Street, Vancouver, BC, V6C 0A6 Telephone: (604) 664-6794 Further, the Company has become aware of the dissemination of a press release dated November 2, 2017, announcing the appointment of Marcy Kiesman to its Board of Directors (the “Board”). The Company would like to clarify that this press release disseminated by previous management dated November 2, 2017 was not correct; the Board did not appoint Mrs. Kiesman to the Board. The Board is currently comprised of Clive Massey, Don Dybyk and Earl Terris.
About the Company
Resolve is a Vancouver based publicly listed exploration company trading on the TSX Venture Exchange. The company is led by a highly skilled management and technical team with numerous previous successes in the junior mining sector.
For further information on the Company, please call (604) 664-‐6794.
ON BEHALF OF THE BOARD
Clive Massey, President (604) 664-‐6794
Neither 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.