Vancouver, May 9, 2013 - Scorpio Gold Corporation ("Scorpio Gold" or the "Company") (TSX-V: SGN) announces that its Board of Directors has approved the adoption of an advance notice policy (the "Policy"), for the purpose of providing shareholders, directors and management of Scorpio Gold with a clear framework for nominating directors. The Policy is meant to: (i) facilitate an orderly and efficient process for annual general meetings or, where the need arises, special meetings of shareholders; (ii) ensure all shareholders receive adequate notice of the director nominations and sufficient information with respect to all nominees; and (iii) allow shareholders to register an informed vote with respect to director nominations, having been afforded reasonable time for appropriate deliberation.
The Policy contains a provision that requires advance notice to Scorpio Gold in circumstances where nominations of persons for election to the board of directors are made by shareholders of Scorpio Gold. The Policy fixes deadlines by which holders of record of common shares of Scorpio Gold must submit director nominations to Scorpio Gold prior to any annual or special meeting of shareholders and sets forth the information that a shareholder must include in the notice to Scorpio Gold for an effective nomination to occur. No person will be eligible for election as a director of Scorpio Gold unless nominated in accordance with the provisions of the Policy.
The deadline for notice to Scorpio Gold in the case of an annual meeting of shareholders is not less than 65 days prior to the date of the annual meeting of shareholders; provided, however, that in the event that the annual meeting of shareholders is to be held on a date that is less than 75 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 (which is not also an annual meeting) of shareholders called for the purpose of electing directors (whether or not called for any other purposes), the deadline for notice to Scorpio Gold is no 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.
At the next annual and special meeting of the Company, the shareholders of the Company will be asked to ratify and confirm the adoption of the Policy. The Board has determined that the Policy is effective, and in full force and effect as of April 23, 2013.
The full text of the Policy is available via SEDAR under Scorpio Gold's issuer profile at www.sedar.com or upon request by contacting Scorpio Gold's Corporate Secretary at (604) 678-9639.
About Scorpio Gold
Scorpio Gold holds a 70% interest in the Mineral Ridge gold mining operation located in Esmeralda County, Nevada with joint venture partner Waterton Global Value L.P. (30%), and is entitled to receive 80% of cash flow generated. Mineral Ridge is currently in production as a conventional open pit mining and heap leach operation. The property is host to multiple gold-bearing structures, veins and bodies at exploration, development and production stages. Scorpio Gold recently acquired the Goldwedge gold property and processing facility in Manhattan, Nevada and the Pinon gold property near Carlin, Nevada. The Company is assessing its exploration plans for these properties as well as the potential for toll milling at the Goldwedge plant, currently permitted for 400 tpd.
Scorpio Gold's CEO, Peter J. Hawley, P.Geo., is a Qualified Person for the Mineral Ridge project and has reviewed and approved the content of this release. For additional information please see the Company's website at www.scorpiogold.com
ON BEHALF OF THE BOARD
SCORPIO GOLD CORPORATION
Peter J. Hawley,
For further information contact:
Steve Roebuck Tel: (819) 825-7618
Jim Macdonald, Torrey Hills Capital
Tel: (858) 456-7300
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.
This news release contains forward-looking statements that are based on the Company's current expectations and estimates. Forward-looking statements are frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "suggest", "indicate" and other similar words or statements that certain events or conditions "may" or "will" occur. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause actual events or results to differ materially from estimated or anticipated events or results implied or expressed in such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty thereof.