Carlaw Capital II Corp. Announces Conditional Approval and SEDAR Filing of Filing Statement in Connection with Proposed Qualifyi

  Carlaw Capital II Corp. (TSX VENTURE: CAW.P)("Carlaw") is pleased to announce that it has received conditional approval today from the TSX Venture Exchange (the "Exchange") relating to the previously announced proposed qualifying transaction (the "Transaction") with TrueContext Corporation. The Transaction is currently scheduled to close on or about August 5, 2009. A Filing Statement prepared in accordance with the requirements of the Exchange in connection with the Transaction has been filed with the Exchange and the applicable Canadian securities regulators on SEDAR and is available at www.sedar.com.

Completion of the Transaction is subject to a number of conditions, including but not limited to, final Exchange acceptance and if applicable pursuant to Exchange Requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained there can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the Filing Statement prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The Exchange has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this press release.

Certain information in this press release may contain forward-looking statements. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict. Actual results might differ materially from results suggested in any forward-looking statements. Neither Carlaw nor TrueContext assume any obligations to update the forward-looking statements unless and until required by applicable securities laws. Additional information identifying risks and uncertainties is contained in filings by Carlaw with the Canadian securities regulators, which filings are available at www.sedar.com.

NEITHER THE 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.

Contacts: Carlaw Capital II Corp. Amar Bhalla Chairman and Chief Executive Officer 416.915.8127 [e-mail] TrueContext Corporation Alvaro Pombo Chief Executive Officer 613.599.8288 ext. 1111 [e-mail]