Russell Breweries Inc.

Russell Breweries Inc.

May 06, 2013 18:28 ET

Russell Breweries Inc. Announces Adoption of Advance Notice Policy

VANCOUVER, BRITISH COLUMBIA--(Marketwired - May 6, 2013) - Russell Breweries Inc. (TSX VENTURE:RB) (the "Company") announces that its board of directors have approved the adoption of an advance notice policy (the "Policy"), for the purpose of providing shareholders, directors and management of the Company with a clear framework for nominating directors. The Policy is meant to:

  1. facilitate an orderly and efficient annual general or, where the need arises, special meeting, process;
  2. ensure all shareholders receive adequate notice of the director nominations and sufficient information with respect to all nominees; and
  3. allow shareholders to register an informed vote having been afforded reasonable time for appropriate deliberation.

Among other things, the Policy includes a provision that requires advance notice to the Company in circumstances where nominations of persons for election to the board of directors are made by shareholders of the Company.

The Policy fixes deadlines by which holders of record of common shares of the Company must submit director nominations to the Secretary of the Company 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 Secretary of the Company for an effective nomination to occur. No person will be eligible for election as a director of the Company unless nominated in accordance with the provisions of the Policy.

In the case of an annual meeting of shareholders, notice to the Company must be made not less than 30 nor more than 65 days prior to the date of the annual meeting of shareholders; however, 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 made not later than the close of business on the 10th day following such public announcement.

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

The Policy is effective and in full force as of April 24th, 2013. The Company will seek shareholder ratification of the Policy at its next annual and special meeting of shareholders (the "Meeting"). If the Policy is not confirmed at the Meeting, the Policy will terminate and be of no further force and effect following the termination of the Meeting.

The full text of the Policy is available via SEDAR under the Company's issuer profile at

On behalf of the Board of Directors of Russell Breweries Inc.,

Brian Harris, Chief Executive Officer and Director

ABOUT THE COMPANY: Russell Breweries Inc. is leading Western Canadian brewer. It brews, markets, sells and distributes a diverse portfolio of award-winning beers that are produced by its wholly-owned regional breweries: Russell Brewing Company in British Columbia and Fort Garry Brewing Company in Manitoba. Both breweries are dedicated to producing high-quality, flavourful ales and lagers. Russell Breweries Inc. is publicly listed on the TSX Venture Exchange (TSX VENTURE:RB).

Neither the 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.

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