ValGold Resources Ltd.

ValGold Resources Ltd.

February 04, 2010 14:53 ET

ValGold Reports on Annual and Special Meeting

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Feb. 4, 2010) - At the Annual and Special Meeting of the shareholders of ValGold Resources Ltd. (the "Company" or "ValGold") (TSX VENTURE:VAL)(FRANKFURT:VR2) held on Wednesday, February 3, 2010, Sargent Berner, Dr. A. Darryl Drummond, Kenneth Yurichuk, Stephen J. Wilkinson and William J. Witte were re-elected as directors of the Company and PricewaterhouseCoopers LLP were re-appointed as the Company's auditors for the following year. Shareholders also ratified and approved the continuation of the Company's 10% rolling stock option plan, in accordance with the requirements of the TSX Venture Exchange.

Mr. Pedro ("Peter") Tinoco, who had served as a Director of the Company since April 2007 retired and at his request was not nominated for re-election at the Company's Annual General Meeting. Mr. Wilkinson expressed thanks on behalf of Management and the Board of Directors, stating, "Mr. Tinoco has been an important member of our Board, both as a regular director and as a valued advisor. Peter has agreed to be a consultant for ValGold."

At the shareholders' meeting, a special resolution was passed authorizing the directors, subject to receipt of all necessary regulatory approvals, to proceed in their discretion with a consolidation of all the issued and outstanding common shares of the Company on the basis of one (1) new post-consolidation common share for every five (5) pre-consolidation common shares. The share consolidation was recommended by ValGold management as necessary with respect to the Company's ability to obtain required additional financing, and management wishes to express their appreciation to our shareholders for their continued support. It is not anticipated that there will be a change of name in connection with the share consolidation.

Following the Company's Annual General Meeting, Mr. Berner was appointed the Company's new Chairman of the Board. Stephen Wilkinson was re-appointed as the Company's President and Chief Executive Officer. Ms. Shannon M. Ross was re-appointed as the Company's Chief Financial Officer and Corporate Secretary.

ValGold is pleased to also report that the private placement previously announced on January 6th 2010 is fully subscribed and that no further subscriptions will be accepted. The private placement of up to 6,000,000 Subscription Receipts at a price of $0.17 per Subscription Receipt was to raise aggregate gross proceeds of up to $1,020,000. The final closing for the Subscription Receipts is being scheduled for early next week.

For more information on ValGold and its portfolio of international projects, visit our website at

Stephen J. Wilkinson

President & Chief Executive Officer

Caution concerning forward-looking statements: The information in this release may contain forward-looking information under applicable securities laws. This forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those implied in the forward-looking information. Factors that may cause actual results to vary include, but are not limited to, inaccurate assumptions concerning the exploration for and development of mineral deposits, political instability, currency fluctuations, unanticipated operational or technical difficulties, changes in laws or regulations, the risks of obtaining necessary licenses and permits, changes in general economic condition or conditions in the financial markets and the inability to raise additional financing. Readers are cautioned to not place undue reliance on this forwardlooking information. The Company does not assume the obligation to revise or update this forward-looking information after the date of this release or to revise such information to reflect the occurrence of future unanticipated events except as may be required under applicable securities laws. The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

SEC 12g3-2(b) exemption 82-3339

No regulatory authority has approved or disapproved the information contained in this news release.

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