Ceiba Energy Services Inc.

Ceiba Energy Services Inc.

May 02, 2014 09:00 ET

Ceiba Energy Services Announces Adoption of an Advanced Notice Bylaw

CALGARY, ALBERTA--(Marketwired - May 2, 2014) -


Ceiba Energy Services Inc. ("Ceiba", "Ceiba Energy" or the "Corporation") (TSX VENTURE:CEB), announces the adoption of an advanced notice bylaw (the "Bylaw"). The Bylaw, as approved by the board of directors of the Corporation (the "Board"), includes, among other things, a provision that requires advance notice to the Corporation in circumstances where nominations of persons for election to the Board are made by shareholders of the Corporation other than pursuant to: (i) a requisition of a meeting made pursuant to the provisions of the Business Corporations Act (Alberta) (the "Act"); or (ii) shareholder proposal made pursuant to the provisions of the Act.

The purpose of the Advance Notice By-law is to foster a variety of interests of the shareholders and Ceiba by ensuring that all shareholders, including those participating in a meeting by proxy rather than in person, receive adequate notice of the nominations to be considered at a meeting and can thereby exercise their voting rights in an informed manner. In addition, the Advance Notice By-law is intended to provide a reasonable framework for shareholders to nominate directors and should assist in facilitating an orderly and efficient meeting process.

The Bylaw fixes a deadline by which holders of record of common shares of Ceiba must submit director nominations to the Corporation 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 Corporation for an effective nomination to occur. No person will be eligible for election as a director of the Corporation unless nominated in accordance with the provisions of the Bylaw. In the case of an annual general meeting of shareholders, notice to the Corporation must be made not less than 30 nor more than 65 days prior to the date of the annual general meeting of shareholders; provided, however, that in the event that the annual general meeting of shareholders is to be held on a date that, is less than 50 days after the date (the "Notice Date") on which the first public announcement of the date of the annual meeting was made, notice by the nominating shareholder may be made not later than the close of business on the tenth (10th) day following the Notice Date. In the case of a special meeting (which is not also an annual general meeting) of shareholders called for the purpose of electing directors (whether or not called for other purposes), notice to the Corporation must be made not later than the close of business on the fifteenth (15th) day following the day on which the first public announcement of the date of the special meeting of shareholders was made. The Bylaw is effective immediately. At the next meeting of shareholders of the Corporation, shareholders will be asked to confirm and ratify the Bylaw. The full text of the Bylaw will be posted under Ceiba Energy's SEDAR profile at www.sedar.com .

About Ceiba Energy

Ceiba Energy (TSX VENTURE:CEB) provides specialized services to the energy sector, specifically to companies involved in the exploration, extraction and production of oil and natural gas in Western Canada. Ceiba Energy develops and constructs facilities in proximity to its customers to provide treatment of crude oil emulsion, terminalling, storage and marketing of oil and disposal of production.

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