Arehada Mining Limited

Arehada Mining Limited

June 04, 2015 12:43 ET

AREHADA Announces Results of Annual and Special Meeting

TORONTO, ONTARIO--(Marketwired - June 4, 2015) - Arehada Mining Limited ("Arehada" or the "Company") (TSX VENTURE:AHD.H) is pleased to announce the results of its annual and special meeting of shareholders (the "Meeting") held on April 29, 2015.

A total of 152,463,393 common shares were represented at the Meeting, representing 88.09% of the issued and outstanding common shares of the Company. All matters presented for approval at the Meeting were duly authorized and approved, as follows:

For Withheld
(i) election of all management nominees to the board of directors of the Company
Samuel Baker 100.00% 0.00%
Steve Fan Wang 99.98% 0.02%
Graham Warren 99.92% 0.08%
Zhengquan Philip Chen 99.98% 0.02%
Tom Zhen Wang 99.98% 0.02%
(ii) re-appointment of Deloitte LLP as auditors of the Company for the ensuing year and authorization of the directors to fix their remuneration 100.00% 0.00%
For Against
(iii) ratification of the previously announced sale by the Company's subsidiary of all of the shares in Arehada Mining Limited to Shanjin Mining Corporation (the "Shanjin Sale") and the investment of the net proceeds of the Shanjin Sale in Yunnan Yuming Tiancheng Tourist Development Co., Ltd. (the "Tiancheng Investment") 100.00% 0.00%
(iv) approval of the voluntary liquidation and dissolution of the Company (the "Dissolution") and the distribution to shareholders of the cash assets of the Company remaining after settlement of the Company's obligations and liabilities, which will involve certain related party transactions (the "Related Party Transactions") comprised of bonus payments to two officers, bonus payments to three Canadian directors and the sale of the Tiancheng Investment to Arehada (Barbados) Holdings Corporation, a related party of the Corporation. 100.00% 0.00%
100.00% (minority shareholders excluding shares held by insiders) 0.00%

As the Dissolution involves the Related Party Transactions, under Multilateral Instrument 61-101 Protection of Minority Shareholders in Special Transactions, the Dissolution and the Related Party Transactions were put to vote at the Meeting by minority shareholders excluding common shares held by insiders of the Corporation. The minority shareholders at the Meeting unanimously approved the Dissolution and the Related Party Transactions.

Additional information regarding the above matters, including the report of voting results thereon, are set forth in the Company's Meeting materials accessible on the Company's SEDAR reference page at

The Company intends to, through its subsidiary, Arehada Barbados Limited, apply for the approval of China's State Administration of Foreign Exchange ("SAFE") for remittance of funds to Canada, and to liquidate the Tiancheng Investment. Once the Company receives the funds from China, the Company will proceed with the dissolution process including satisfying outstanding obligations and making interim distributions to shareholders.

Forward Looking Information

The above contains forward looking information that is subject to a number of known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those anticipated in our forward looking statements. Generally, forward looking information can be identified by the use of forward looking terminology such as "plans", "expects", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "believes", or variations 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 information in this press release relates to the management's expectation on the Company's plan to apply for SAFE approval, to liquidate its assets and to receive funds from its subsidiary, to satisfy its liabilities and to make interim distributions to shareholders. Although we believe the expectations reflected in our forward looking information are reasonable, results may vary, and we cannot guarantee future results, levels of activity, performance or achievements. Readers should not place undue reliance on forward looking information.

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