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PIA Vivione Biosciences, Inc.

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Share Name Share Symbol Market Type
Vivione Biosciences, Inc. TSXV:PIA 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 -

PACEpartners Inc. Adopts New By-Laws

19/06/2013 11:42pm

Marketwired Canada


NOT FOR DISTRIBUTION TO UNITED STATES WIRE SERVICES OR DISSEMINATION IN THE
UNITED STATES


PACEpartners Inc. (TSX VENTURE:PIA) (the "Corporation") announces that the board
of directors (the "Board") of the Corporation has adopted Amended and Restated
By-Law No. 1 (the "New By-Laws") as the new by-laws of the Corporation. The New
By-Laws are effective immediately and replace the previous by-laws of the
Corporation which were adopted in July, 2011. In accordance with the Business
Corporations Act (Alberta) (the "ABCA") the New By-Laws will be subject to
confirmation by shareholders at the Corporation's annual and special meeting of
shareholders to be held on July 18, 2013. 


Among other things, the New By-Laws contain advance notice provisions, the
purpose of which is to facilitate orderly and efficient meetings at which
directors are to be elected and to permit shareholders to register an informed
vote by allowing them to receive sufficient information with respect to all
director nominees and reasonable time for appropriate deliberation. The advance
notice provisions provide shareholders, directors and management of the
Corporation with a clear framework for nominating directors in an orderly and
fair manner. 


The advance notice provisions in the New By-Laws fix a deadline by which
shareholders must submit a notice of director nominations to the Corporation
prior to any annual or special meeting of shareholders where directors are to be
elected and sets forth the information that a shareholder must include in the
notice for it to be valid. In the case of an annual meeting of shareholders,
notice to the Corporation must be given not less than 30 nor more than 65 days
prior to the date of the annual meeting; provided, however, that if the annual
meeting is to be held on a date that is less than 50 days after the date on
which the first public announcement of the date of the annual meeting was made,
notice must be given not later than the close of business on the 10th day
following such public announcement. In the case of a special meeting of
shareholders (that is not also an annual meeting), notice to the Corporation
must be given not 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.


The New By-Laws also amend the old by-laws to:



1.  establish limits on shareholder access respecting details or conduct of
    the Corporation's business which, in the opinion of the Board would be
    inexpedient to communicate to the public, which limitations are
    necessary to comply with proper continuous disclosure requirements under
    applicable securities legislation; 
2.  remove the entitlement of the chairman of the Board to a second or
    casting vote in the case of tied votes at director's meetings; 
3.  provide that the Corporation may maintain insurance for the benefit of
    its directors and officers, subject to the provisions of the ABCA; 
4.  clarify the process for the appointment of committees of the Board and
    the process for the transaction of business of such committees; 
5.  permit shareholders to vote by means of electronic communication, if the
    Corporation chooses to make such means available; and 
6.  clarify certain procedures and processes relating to the holding of
    shareholder meetings. 



The above is only a partial summary of the provisions contained in the New
By-Laws. Shareholders are urged to review the New By-Laws in their entirety. A
copy of the New By-Laws will be filed under the Corporation's profile on SEDAR
at www.sedar.com. 


FORWARD-LOOKING INFORMATION

This news release contains "forward-looking statements" within the meaning of
applicable securities laws. Although the Corporation believes that the
expectations reflected in its forward-looking statements are reasonable, such
statements have been based on factors and assumptions concerning future events
that may prove to be inaccurate. These factors and assumptions are based upon
currently available information to the Corporation. Such statements are subject
to known and unknown risks, uncertainties and other factors that could influence
actual results or events and cause actual results or events to differ materially
from those stated, anticipated or implied in the forward-looking statements. In
particular, this press release contains forward-looking information relating to
the approval of the New By-Laws at the Corporation's annual and special
shareholder meeting to be held on July 18, 2013. Readers are cautioned to not
place undue reliance on forward-looking statements. The statements in this press
release are made as of the date of this release and, except as required by
applicable law, the Corporation does not undertake any obligation to publicly
update or to revise any of the included forward-looking statements, whether as a
result of new information, future events or otherwise. The Corporation
undertakes no obligation to comment on analyses, expectations or statements made
by third-parties in respect of the Corporation or its financial or operating
results or (as applicable), its securities.


The securities mentioned herein have not been and will not be registered under
the United States Securities Act of 1933, as amended, or the securities laws of
any state, and may not be offered or sold in the United States absent
registration or an applicable exemption from registration requirements. This
press release does not constitute an offer to sell or the solicitation of any
offer to buy these securities in any jurisdiction.


FOR FURTHER INFORMATION PLEASE CONTACT: 
PACEpartners Inc.
Kevin Kuykendall
Chief Executive Officer
(214) 886-5733

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