EFT Canada Inc.

EFT Canada Inc.

April 29, 2014 16:15 ET

EFT Canada Adopts Advance Notice By-Law

TORONTO, ONTARIO--(Marketwired - April 29, 2014) - EFT Canada Inc. ("EFT" or the "Company") (TSX VENTURE:EFT) announced today the adoption by its Board of Directors of By-law No. 2 of the Company (the "Advance Notice By-law"), a by-law establishing a framework for advance notice of nominations of directors by shareholders. Among other things, the Advance Notice By-law fixes a deadline by which shareholders must submit a notice of director nominations to EFT prior to any annual or special meeting of shareholders where directors are to be elected and sets forth the information that a shareholder must include in the notice for it to be valid.

The Advance Notice By-law is similar to the advance notice by-laws adopted by many other Canadian public companies. The Company believes that the provision is considered to be good corporate governance. The purpose is to foster a variety of interests of the shareholders and the Company 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 should assist in facilitating an orderly and efficient meeting process, provides shareholders, directors and management of the Company with a clear framework for nominating directors. Specifically, the Advance Notice By-law requires advance notice to the Company in circumstances where nominations of persons for election as a director of EFT are made by shareholders other than pursuant to a "proposal" made in accordance with the provisions of the Business Corporations Act (Ontario) (the "Act") or a requisition of shareholders made in accordance with the provisions of the Act.

In the case of an annual meeting of shareholders, notice to the Corporation must be given not less than 30, and not more than 65 days prior to the date of the annual meeting. 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 given not later than the close of business on the 10th day following the notice date.

In the case of a special meeting of shareholders (which is not also an annual meeting), notice to the Corporation must be given 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 meeting was made.

The Advance Notice By-law is effective immediately. Shareholders of EFT will be asked to ratify and confirm the Advance Notice By-law at the next meeting of shareholders to be held on July 7, 2014. The implementation of the new bylaw also remains subject to the receipt of conditional acceptance by the TSX Venture Exchange. The full text of the Advance Notice By-law has been filed under EFT's profile at www.sedar.com.


Founded in 2003 and headquartered in Toronto, Ontario, EFT Canada, a leading financial services firm, offers small and medium sized businesses a broad range of innovative and electronic payment solutions, including Canadian and U.S. electronic funds transfer (ACH/EFT), credit card payment processing gateway (PCI DSS Level 1), gift and loyalty programs and fraud prevention services. For more information, please visit www.eftcanada.com.

This press release contains forward-looking statements which reflect the Company's current expectations regarding future events. The forward-looking statements involve risks and uncertainties. Actual results could differ significantly from those projected herein. 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.

Contact Information

  • EFT Canada Inc.
    Jonathan Pasternak
    (416) 781-0666