To: esecurities(tm) who wrote (2160 ) 8/3/1998 12:25:00 AM From: esecurities(tm) Read Replies (3) | Respond to of 4231
SoftQuad International Inc ....It's an Alpha World after all...."...all options granted to Mr. Gurney [Founder, Chairman, former CEO] were cancelled by him in 1997. Mr.Gurney's employment agreement was terminated effective August 29, 1997...Shareholders are being asked to approve a special resolution authorizing the continuance of the Company under ...the New Brunswick Act. The majority of the Company's current directors are "resident Canadians" as defined in the Ontario Act...the NB Act does not require any of the directors of a corporation governed by such Act to be Canadian residents. As the focus of the Company's business has continued to move towards the United States, in order to provide the Company with greater flexibility to attract and retain qualified directors, including independent directors, and strengthen the Company's board of directors, management feels it would be advantageous to remove the present Canadian residency restrictions governing the composition of the Board of Directors...New Brunswick [does] not require that a majority of the Board of Directors be comprised of Canadian residents. Management believes that continuing the Company into New Brunswick...is in the Company's best interests..." source: SOFTQUAD INTERNATIONAL INC Information Circular As At April 15, 1998 SOLICITATION OF PROXIES note: this resolution was unanimously passed...accordingly one can expect Roberto Drassinower, John Stewart, Mark Skapinker* and David Gurney* to be replaced. *Skapinker and Gurney may be replaced contingent upon a successful SoftQuad Inc. divestiture [conjecture only]. Pursuant to said NB Act it appears SoftQuad may maintain its TSE listing regardless of a SoftQuad Inc divestiture and or replacement of all or a majority of Canadian resident (TSE:SKI) directors. ...so what are they waiting for?...shareholder value will unequivocally and immediately be established upon strengthening the Board as it goes to [management's] intent...[shareholder value maximization]...it is simply the correct and timely signal to the street and SoftQuad's shareholders...accordingly, is a name change also in the wind?