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NHK

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Share Name Share Symbol Market Type
TSXV:NHK 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 -

Nighthawk Adopts Advance Notice By-Law

16/12/2013 9:21pm

Marketwired Canada


Nighthawk Gold Corp. ("Nighthawk" or the "Company") (TSX VENTURE:NHK) announces
the adoption by its board of directors (the "Board") of amendments to its
By-Laws. 


The Company's Board has approved amendments to the Company's by-laws to include
an advance notice provision (the "Provision") which requires advance notice to
the Company in circumstances where nominations of persons for election to the
Board are made by shareholders of the Company other than pursuant to: (i) the
requisition of a meeting, or (ii) a shareholder proposal, both made pursuant to
the provisions of the Business Corporations Act (Ontario) (the "Act").


Among other things, the Provision fixes a deadline by which holders of record of
common shares of the Company must submit director nominations to the Company
prior to any annual or special meeting of shareholders and sets forth the
information that a shareholder must include in the notice to the Company. 


In the case of an annual meeting of shareholders, notice to the Company must be
provided not less than 30 days nor more than 65 days prior to the date of the
annual meeting; provided, however, that in the event that the annual meeting is
called for 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 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 of shareholders (which is not
also an annual meeting), notice to the Company must be provided 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. For the
Company's next annual and special meeting of shareholders to be held in January
2014, any notice delivered to the Company prior to the close of business on
December 31, 2013 shall be deemed to have been timely delivered. 


The Company believes that adopting the Provision is considered to be good
corporate governance. The Provision provides a clear process for shareholders to
follow for director nominations and sets out a reasonable time frame for nominee
submissions and the provision of accompanying information. The purpose of the
Provision is to treat all shareholders fairly by ensuring that all shareholders
receive adequate notice of the nominations to be considered at a meeting and can
thereby exercise their voting rights in an informed manner. In addition, the
Provision should assist in facilitating an orderly and efficient meeting
process.


The amended by-laws, which include the Provision, are effective as of the date
they were approved by the Board of Directors, being December 16, 2013. In
accordance with the Act, the amendments to the Company's by-laws are subject to
confirmation by shareholders at its next annual and special meeting of
shareholders to be held in January 2014. 


A copy of the Provision, will be available under the Company's profile on SEDAR
at www.sedar.com and on Nighthawk's website.


Nighthawk Gold Corp. 

Nighthawk is a Canadian-based exploration company focused on acquiring and
developing gold mineral properties in the Northwest Territories, Canada. Its
land position covers 222,203 acres or 900 square kilometres in the Indin Lake
Gold Camp, located approximately 220 kilometres north of Yellowknife, Northwest
Territories. 


For more information about the Company, please visit www.nighthawkgold.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 news release. 


FOR FURTHER INFORMATION PLEASE CONTACT: 
Nighthawk Gold Corp.
David Wiley
President & CEO
(647) 260-1247
(416) 363-4567 (FAX)
dwiley@nighthawkgold.com
www.nighthawkgold.com

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