Annual General and Special Meeting Results | Corporate Update


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TSX.V:TJT
02/22/2013 [ACCESSWIRE]

Vancouver, British Columbia - February 22, 2013 - Trijet Mining Corp. (the "Company") (TSX.V: TJT) announces the Company held its Annual General and Special Meeting on Friday, February 22, 2013, in Vancouver, British Columbia (the "Meeting"). The shareholders of the Company approved all resolutions brought before them at the Meeting.

Appointment of Directors

At the Meeting, the below persons were appointed directors of the Company:

Jagdip Bal

Gregory F. Kennedy

Michael B. Hart.

Jagdip Bal Mr. Bal is President of Infinity Alliance Corp, a private company that invests in growth companies and provides consulting services for investor relations, corporate finance, business development, mergers and acquisitions for companies listed in Canada. From November 2006 to November 2008, Mr. Bal was President and CEO of Infinity Alliance Ventures Corp. (TSXV IAV.P) a capital pool company which later acquired CBM Asia Development Corp. (TSXV: TCF) a coal-bed methane company with assets in Indonesia. From December 2006 to April 2007, Mr. Bal was president and director of Alma Resources (TSXV: REM), a resource company with assets in Mexico.

Michael B. Hart Mr. Hart completed the Canadian Securities Course and has been in financial management for a small business since 2004.

Gregory F. Kennedy Mr. Kennedy has been a director of the Company since its inception. Mr. Kennedy has over 20 years of experience with both public and private companies. Mr. Kennedy has a clear understanding of the Company's operations and accounting policies. Mr. Kennedy is a graduate of the University of Alberta ('89) Commerce Department and has completed senior level business and cost accounting courses.

Other AGM results

Auditors: Morgan LLP were re-appointed the Company's auditors for the ensuing year.

Share consolidation and name change: A share consolidation and a name change was approved at the Meeting. The Company will proceed with the consolidation of its share capital on the ratio of one new share for two old shares to provide the Company with greater flexibility for future financings. Currently, a total of 23,573,941 common shares in the capital of the Company are issued and outstanding. A total of 11,786,970 common shares of the Company will be issued and outstanding following the proposed consolidation, assuming no other changes in the issued capital. The exact number of post-consolidated shares will vary depending on the treatment of fractional shares which will occur when each shareholder's holdings in the Company are consolidated. Outstanding stock options and warrants would similarly be adjusted by the consolidation ratio. The consolidation is subject to approval by the TSX Venture Exchange. Concurrent with the share consolidation, the Company is changing its name from "Trijet Mining Corp." to "Umbral Energy Corp." or such other name the Directors decide upon. Details of the consolidation and name change are contained in the Company's Information Circular dated January 22, 2013, which was mailed to shareholders for the Meeting, and filed on SEDAR at www.sedar.com.

Share Option Plan: Shareholders approved the continuance a new form 10% rolling stock option plan (the "New Plan"). The New Plan is subject to regulatory approval as to any changes they deem necessary. The New Plan will replace the Company's current 10% rolling stock option plan. The New Plan is a rolling stock option plan under which a maximum of 10% of the issued and outstanding common shares of the Company at the time an option is granted less common shares reserved for issuance outstanding, are reserved for options to be granted at the discretion of the Board to eligible option holders, and under which there are limitations on issue to Service Providers and Consultants. Certain material updates under the New Plan are as follows:

  • ?.the incorporation of words and phrases that have meanings assigned to them per TSX Venture Exchange policies;

  • ?. clarifies when amendments to the Plan may be made by the Board without further shareholder approval and when amendments to the Plan require disinterested shareholder approval;

  • ?. clarifies limitations on issuances of options to Service Providers and Consultants;

  • ?. sections were incorporated to facilitate the use of uncertificated common shares due to the proclamation of the Securities Transfer Act;

  • ?. includes provisions pursuant to the recent amendments to the Income Tax Act (Canada) which requires the Company to withhold and remit to Canada Revenue Agency, the estimated tax on the deemed benefit arising from the exercise of a stock option.

The updates to the New Plan are non-material changes and will not negatively affect the holders of common shares of the Company. Following regulatory approval to the New Plan, the Company's current Plan will cease to exist and all outstanding options granted under the current Plan, will be rolled into the New Plan.

About Trijet Mining Corp.

Trijet Mining Corp. is a resource exploration company focused on the exploration of the Letourneur Property in the Abitibi region of southwestern Quebec. Management will also continue to review other opportunities in the resource sector.

The Company's Letourneur property is located in the Abitibi region of southwestern Quebec, 41 km north of Rouyn-Noranda. The property consists of 95 mineral claims for a total area of approximately 4,351 hectares. The property is easily reached by paved and gravel roads and the main showing sits only 1 km from a well-maintained gravel road.

A two phase drilling campaign was conducted by Trijet Mining consisting of 14 drillholes totaling 2,190 meters and completed during the period of May to September 2010; the second program in the Fall of 2011 consisted of 8 additional drillholes for 944 metres.

Further work is contemplated on the Letourneur Property.

ON BEHALF OF THE BOARD OF DIRECTORS OF TRIJET MINING CORP.

"Jag Bal"

Jag Bal

President and CEO

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