Focus Graphite to acquire Eastmain-Leran

Nov 4, 2013

FOCUS GRAPHITE INC. ANNOUNCES THE ADOPTION OF THE ADVANCE NOTICE BY-LAW AND OTHER CORPORATE DEVELOPMENT

At the annual and special meeting of shareholders held on May 10, 2013, shareholders of Focus Graphite Inc. voted to approve an advance notice bylaw. The advance notice bylaw includes 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 to call a shareholders meeting made pursuant to the provisions of the Canada Business Corporations Act; or (ii) a shareholder proposal made pursuant to the provisions of the CBCA.

Among other things, the advance notice bylaw fixes a deadline by which holders of record of common shares of the corporation must submit director nominations to the corporation prior to any annual or special meeting of shareholders, and sets forth the minimum information that a shareholder must include in the notice to the corporation for the notice to be in proper written form.

In the case of an annual 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 meeting; provided, however, that 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 corporation 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 was made.

The advance notice bylaw provides a clear process for shareholders to follow to nominate directors and sets out a reasonable time frame for nominee submissions along with a requirement for accompanying information. The purpose of the advance notice bylaw is to treat all shareholders fairly 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 bylaw should assist in facilitating an orderly and efficient meeting process.

A copy of the advance notice bylaw can be found on SEDAR.

Other news

Focus has entered into an agreement for the acquisition of a 100-per-cent interest in a group of 32 contiguous mining claims located in the James Bay Territory area of Northern Quebec and known as the Eastmain-Leran property.

The property, covering an area of 1,679 hectares, is located 25 kilometres northeast of the Otish Mountains, directly north of the Eastmain River in James Bay Territory (NTS map sheet 23D12). The property is 10 kilometres east of the Otish Mountains access road (Highway 167) which links Chibougamau and Mistissini to Stornoway Diamond Corp.’s Renard diamond project.

The property is part of a volcano-sedimentary greenstone belt traceable over a distance of 60 km and having a width of about six to 10 km. The mafic, ultramafic and felsic volcanic rocks are intercalated with arkose, greywacke and quartzite. The property hosts the Alta-Eastmain copper showing and has the potential to host volcanogenic, polymetallic and precious-metal mineralization.

In consideration for the purchase of the 100-per-cent interest in the property, the company paid the vendor a total of $50,000 cash and, subject to TSX Venture Exchange approval, will issue the vendor 689,655 common shares in the capital of the company and granted a 2-per-cent net smelter return royalty on the property. The company shall have the right, at any time and at its sole discretion, to purchase the royalty (2 per cent) by paying $500,000. The common shares to be issued by the company in connection with this acquisition will be subject to a four-month hold period from their date of issuance. The transaction remains subject to regulatory approval.

The technical information presented in this press release has been reviewed and approved by Benoit Lafrance, PhD, Geo (Quebec), Focus vice-president of exploration and a qualified person under National Instrument 43-101 — Standards of Disclosure for Mineral Projects.

We seek Safe Harbor.

http://www.focusgraphite.com/news/press-releases/2013-2