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Technology Stocks : NewKidCo International (OTC:NKCIF) (TSE:NKC) -- Ignore unavailable to you. Want to Upgrade?

To: SlyWombat who wrote (1535)	5/3/1998 10:24:00 AM
From: Link Lady	Respond to of 4231

This is a link to a site that does reviews of Childrens software. Looking forward to seeing a review of Sesame Street Titles, or will the titles be only for Sony Playstation. kidsware.com

To: SlyWombat who wrote (1535)	5/3/1998 10:43:00 AM
From: Link Lady	Read Replies (2) \| Respond to of 4231

Other Paragraphs from report I liked: The Board of Directors believes that the compensation paid to the Company's executive officers should be tied to the Company's overall performance. The current policy is to establish salaries and benefits paid to the Company's executive officers, including the Chief Executive Officer, which are competitive with those generally paid to persons performing similar functions in corporations within the computer software industry of comparable size in similar businesses and geographical areas, taking into account all relevant circumstances. Stock options are used to provide incentives to the executive officers and are intended to be an important part of compensation. ---------------------------------------------------------------------- This is the part that made me think Drassinower needed N.B. as well Shareholders are being asked to consider and, if deemed advisable, pass, with or without variation, a resolution confirming an amendment to By-Law No. 1 passed by the directors on January 28, 1998. The Ontario Act provides that a majority of the directors of a corporation governed by the Ontario Act shall be resident Canadians. Previously, "resident Canadian" was defined in the Company's By-Law No. 1 as a Canadian citizen who was ordinarily resident in Canada. This definition is narrower than the definition of such term in the Ontario Act. Pursuant to the Ontario Act, a "resident Canadian" is an individual who is (a) a Canadian citizen ordinarily resident in Canada, (b) a Canadian citizen non ordinarily resident in Canada who is a member of a prescribed of class of persons set out in the regulation to the Ontario Act, or (c) a permanent resident within the meaning of the Immigration Act (Canada) and ordinarily resident in Canada. On January 28, 1998, Mr. Frank Ruffolo resigned from the Board of Directors. In order to maintain the required Canadian resident majority of the Board of Directors, Mr. Roberto Drassinower was appointed to the Board. In order to comply with the Canadian residency requirements, it was necessary to amend By-Law No. 1. Although Mr. Drassinower is a Canadian resident as defined in the Ontario Act, his is not a Canadian citizen and, hence, was not a "resident Canadian" for the purposes of By-Law No. 1 prior to the amendment. In order that Mr. Drassinower could qualify as a Canadian resident, it was therefore necessary to amend By-Law No. 1. The amendment to By-Law No. 1 expanding the definition of "Resident Canadian" brings the Company's By-Law into conformity with the Ontario Act. The text of the resolution which shareholders of the Company are being asked to consider is as follows: BE IT RESOLVED THAT the amendment to By-Law No. 1 of the Company passed by the Board of Directors of the Company on January 28, 1998 amending the definition of "Resident Canadian" is hereby confirmed. Under the provisions of the Ontario Act, the amendment to By-Law No. 1 must be submitted to the shareholders for confirmation. In the event that the shareholders do not confirm the amendment to By-Law No. 1, the amendment will cease to have effect on May 21, 1998. Whether or not the amendment is confirmed by shareholders, By-Law No. 1 will be effective until a further By-Law is adopted. See "Special Business - By-Law No. 2". In the event that the continuance of the Company is not approved by shareholders or By-Law No. 2 is not approved by shareholders and the amendment to By-Law No. 1 is not confirmed by shareholders, it is contemplated that, in order to comply with applicable Canadian residency requirements, management will nominate only five (5) directors and that Mr. Drassinower and Mr. Richard Rabins will not be nominated as directors. See "Special Business - Continuance" and "Special Business - By-Law No. 2