VANCOUVER, April 25, 2017 /CNW/ - Eco Oro Minerals Corp. ("Eco Oro" or the "Company") (TSX: EOM) today provided shareholders with an update on recent events in connection with the annual general and special meeting of Eco Oro shareholders (the "Meeting") previously scheduled to be held today.
On April 21, 2017, Harrington Global Opportunities Fund Ltd. and Courtenay Wolfe (the "Dissidents") deposited proxies with the Company's transfer agent and following a tabulation of all proxies at that time, the Company determined that the management nominees received substantially more support from shareholders than the Dissidents' nominees.
On April 24, 2017, the Ontario Securities Commission (the "OSC") released an order (dated April 23, 2017) setting aside the prior decision of the Toronto Stock Exchange (the "TSX") conditionally approving the issuance of common shares to certain shareholders of Eco Oro (the "New Shares"). The OSC further ordered the Company to seek shareholder approval of the issuance of the New Shares and directed that those shares not be considered to be issued and outstanding for the purposes of voting at the Meeting and any adjournment thereof unless and until the New Shares had been ratified by the shareholders of Eco Oro. A copy of the order has been posted to the OSC's website at www.osc.gov.on.ca.
Following the release of the OSC order, the Supreme Court of British Columbia (the "Court") dismissed a petition brought by Harrington Global Opportunities Fund Ltd. and Courtenay Wolfe (the "Dissidents"). The Court found in favour of Eco Oro on all matters, and dismissed the petition, with costs, in favour of Eco Oro. In its ruling, the Court found that the issuance of the New Shares was not oppressive and that it does not deny Eco Oro shareholders their right to a fair election.
In its ruling the Court also found that "…there is no evidence that the Conversion was not in Eco's best interests. Anna [Stylianides'] affidavit evidence about the process the Board went through with her at the helm is uncontroverted. It is also supported by the other respondents' evidence. The Conversion was permitted under the Investment Agreements. The petitioners purchased their shares and invested in Eco with full knowledge of the Investment Agreements and that the Conversion was possible at any time."
"It is also important to remember that despite the petitioners' requisition for the April Meeting, Eco [Oro] must continue to operate in the normal course and the Board's ability to make decisions on behalf of the company cannot be frozen until the April Meeting."
In a supplementary decision issued the same day, the Court exercising its jurisdiction under the Business Corporations Act (British Columbia), ordered that the Meeting be adjourned to a date to be set by the board of directors prior to September 30, 2017, to allow the parties an opportunity to take whatever steps they deem appropriate to resolve the conflict between the OSC's decision and the Court's decision.
Eco Oro is conferring with its legal advisors to determine how best to proceed to reconcile the ruling of the Court with the OSC's order to ensure that the Company can conduct a fair and efficient meeting in the interests of all shareholders.
"Eco Oro is gratified by the outstanding support of shareholders in the face of the Dissidents' campaign which has been characterized by false, misleading, and increasingly desperate statements. We are also pleased that the Court, after conducting a thorough review and considering evidence from the Company, shareholders, and the Dissidents, dismissed the Dissidents' petition in its entirety," said Anna Stylianides, Executive Chairman.
Company Profile
Eco Oro Minerals Corp. is a publicly-traded precious metals exploration and development company with a portfolio of projects in Colombia. Eco Oro has been focused on its wholly-owned, multi-million ounce Angostura gold-silver deposit, located in northeastern Colombia.
