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BTC

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Share Name Share Symbol Market Type
TSXV:BTC TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

Benton Provides Results of Annual General and Special Meeting of Shareholders

08/07/2014 9:59pm

Marketwired Canada


Benton Capital Corp. (TSX VENTURE:BTC) ("Benton" or the "Company") is pleased to
provide the results of its Annual General and Special Meeting of Shareholders
held on July 8, 2014 in Vancouver, BC. At the meeting, shareholders voted
overwhelmingly in favour of all items proposed. In particular shareholders voted
to re-appoint Wasserman Ramsay, Chartered Accountants as the Company's auditor,
and elected the Company's nominees for director: Stephen Stares, John Harper,
Clinton Barr, Michael Stares and William Harper. Shareholders also approved the
Company's acquisition of Folium Life Science Inc., a private BC company carrying
on business exclusively in the medical marijuana sector. Shareholders resolved
by special resolution the Company's intention to make an application for a share
consolidation on a 2:1 basis which would result in the Company having 38,136,766
of its shares issued and outstanding as well as the Company's intention to make
an application to change its name to Folium Life Science Inc. or some such
similar name as the board of directors of the Company may determine. 


Finally, shareholders approved by special resolution the Company's previously
announced plan of arrangement (the "Arrangement") and arrangement agreement
pursuant to Division 5 of part 9 - Arrangements of the Business Corporations Act
(British Columbia). The Arrangement is to facilitate the distribution of the
Coro Mining Corp. shares (the "Coro Shares") to the Benton Shareholders as part
of the reorganizing of the Company's business. The Company believes that
distributing the Coro Shares to the Benton Shareholders and focusing its
resources on the emerging medical marijuana industry is in the best interests of
the Company and the Benton Shareholders. This separation will enable the Company
to focus on developing itself as a leader in the medical marijuana industry
while providing the Benton Shareholders with the right to participate directly
in the success of Coro. The Company's management continues to believe that Coro
will emerge as a successful developer of quality economic copper projects. 


Upon the closing of the Arrangement, each Benton Shareholder of record as at the
effective time on the date upon which the Arrangement becomes effective will
receive one new common share in the capital of the Company (the "New Share") and
its pro-rata share of the Coro Shares, which, as at the date hereof, would be
approximately 0.8 Coro Shares for each Benton common share held (the "Benton
Shares"). The New Shares will be identical in every material respect to the
Benton Shares. The Company expects that shareholders will receive their Coro
Shares in the next 10 to 15 business days. 


Following the meeting, the board of directors appointed the following officers:
Stephen Stares as President and CEO, Evan Asselstine as CFO, Clinton Barr as
Vice President Exploration, and Gordon Fretwell as Corporate Secretary.


The Company would also like to announce that Raphael Gerstel declined to be
nominated as a director of the Company, but will remain as a director of Benton
Resources Inc. Benton would like to thank Raphael for his service as a director
and member of the Benton team and wishes him every success in the future.


Stephen Stares, Company President and CEO stated "We are pleased that our
shareholders have approved our acquisition of Folium Life Science Inc. and look
forward to closing the transaction as soon as possible, subject to receiving all
final regulatory approvals."


About Folium Life Science Inc.:

Folium Life Science Inc. is a private company incorporated under the Business
Corporations Act (British Columbia), which is in the business of creating a
facility for the production and distribution of medical marijuana with the
intention of ultimately becoming a Licensed Commercial Producer pursuant to the
Health Canada's Marihuana for Medical Purpose Regulations (MMPR). Folium's head
office is located in Abbotsford, British Columbia. Folium has planned and
negotiated for a medical marijuana production and distribution facility outside
of Victoria, BC. Folium's application to be issued a "Ready to Build" letter
entitling it to build a production facility for the growing of medical
marijuana, under Health Canada's Marihuana for Medical Purpose Regulations
(MMPR) is currently under final review by Health Canada.


About Benton Capital Corp.:

The Company currently has approximately $1.5 million in cash. In addition to the
cash, the Company holds 61,000,000 shares (approximately 38%) of Coro Mining
Corp. ("Coro"). The Company also holds 1,566,623 warrants of Coro exercisable at
$0.15 until December 20, 2016. In addition, Benton holds no debt and has a very
low burn rate.


On behalf of the Board of Directors of Benton Capital Corp.,

Stephen Stares, President and CEO

THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR
THE ADEQUACY OR ACCURACY OF THIS RELEASE.


The information contained herein contains "forward-looking statements" within
the meaning of applicable securities legislation. Forward-looking statements
relate to information that is based on assumptions of management, forecasts of
future results, and estimates of amounts not yet determinable. Any statements
that express predictions, expectations, beliefs, plans, projections, objectives,
assumptions or future events or performance are not statements of historical
fact and may be "forward-looking statements." 


Forward-looking statements are subject to a variety of risks and uncertainties
which could cause actual events or results to differ from those reflected in the
forward-looking statements, including, without limitation: risks related to
failure to obtain adequate financing on a timely basis and on acceptable terms;
risks related to the outcome of legal proceedings; political and regulatory
risks associated with mining and exploration; risks related to the maintenance
of stock exchange listings; risks related to environmental regulation and
liability; the potential for delays in exploration or development activities or
the completion of feasibility studies; the uncertainty of profitability; risks
and uncertainties relating to the interpretation of drill results, the geology,
grade and continuity of mineral deposits; risks related to the inherent
uncertainty of production and cost estimates and the potential for unexpected
costs and expenses; results of prefeasibility and feasibility studies, and the
possibility that future exploration, development or mining results will not be
consistent with the Company's expectations; risks related to gold price and
other commodity price fluctuations; and other risks and uncertainties related to
the Company's prospects, properties and business detailed elsewhere in the
Company's disclosure record. Should one or more of these risks and uncertainties
materialize, or should underlying assumptions prove incorrect, actual results
may vary materially from those described in forward-looking statements.
Investors are cautioned against attributing undue certainty to forward-looking
statements. These forward looking statements are made as of the date hereof and
the Company does not assume any obligation to update or revise them to reflect
new events or circumstances. Actual events or results could differ materially
from the Company's expectations or projections.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Benton Capital Corp.
Stephen Stares, President and CEO
3250 Highway 130, Rosslyn, ON  P7K 0B1
Phone: (807)475-7474
Fax: (807)475-7200
www.bentoncapital.ca

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