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Nordex Explosives Announces Adoption of Corporate Governance Measures

Apr 30 2013 12:00AM

Marketwire

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KIRKLAND LAKE, ONTARIO -- (Marketwired) -- 04/30/13 -- NORDEX EXPLOSIVES LTD. (TSX VENTURE: NXX) ("Nordex" or the "Company")) today announced the approval by its Board of Directors of an advance notice By-law (the "By-law"). The purpose of the By-law is to provide shareholders, directors and management of the Company with a clear framework for nominating directors of Nordex. Nordex is committed to: (i) facilitating an orderly and efficient annual general or, where the need arises, special meeting process; (ii) ensuring that all shareholders receive adequate notice of the director nominations and sufficient information regarding all director nominees; and (iii) allowing shareholders to register an informed vote after having been afforded reasonable time for appropriate deliberation. The By-law is intended to further these objectives.

The By-law, among other things, includes a provision that requires advance notice to the Company in certain circumstances where nominations of persons for election to the Board of Directors are made by shareholders of the Company. The By-law establishes a deadline by which director nominations must be submitted to the Company prior to any annual or special meeting of shareholders and sets forth the information that must be included in the notice to the Company. No person will be eligible for election as a director of Nordex unless nominated in accordance with the By-law.

In the case of an annual meeting of shareholders, notice to the Company must be made not less than 30 days 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 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 called for the purpose of electing directors (whether or not called for other purposes), 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 was made.

2013 Annual and Special Meeting

The Company has called an annual and special meeting of its shareholders to be held on June 27, 2013 (the "Meeting"). In order to comply with the By-law, notice to the Company containing the required information of nominations of persons for election to the Board of Directors at the Meeting must be given to the Company on or prior to May 28, 2013.

The full text of the By-law is available at www.sedar.com under the Company's profile or upon request by contacting the Company at the address, phone number or email below.

ABOUT NORDEX EXPLOSIVES: NORDEX EXPLOSIVES LTD. is a manufacturer and distributor of explosives for the mining, quarry and road construction industries since 1970. Its manufacturing operations and distribution centre is strategically located in one of the world's largest mining regions near Kirkland Lake, Ontario. Nordex trades on the TSX Venture Exchange under the symbol "NXX".

OTHER INFORMATION

Additional Information relating to the Company is available on SEDAR at www.sedar.com.

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.



Contacts:
Nordex Explosives Ltd.
Jim Taylor
President & Chief Executive Officer
705-642-3265, extension 4
jtaylor@nordexexplosives.com
www.nordexexplosives.com





Source: Marketwire


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