WestJet announces adoption of Advance Notice By-law
CALGARY, Feb. 5, 2014 /PRNewswire/ - WestJet Airlines Ltd. (TSX: WJA) (WestJet or the Corporation) announced today that its Board of Directors approved the adoption of an advance notice by-law (the Advance Notice By-law). Among other things, the Advance Notice By-law fixes a deadline by which shareholders must submit a notice of director nominations to WestJet 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.
The Advance Notice By-law is similar to the advance notice requirements adopted by many other Canadian public companies. Specifically, the Advance Notice By-law requires advance notice to the Corporation in circumstances where nominations of persons for election as a director of WestJet are made by shareholders other than pursuant to (i) a requisition of a meeting made pursuant to the provisions of the Business Corporations Act (Alberta) (the Act), or (ii) a shareholder proposal made in accordance with the provisions of the Act.
In the case of an annual meeting of shareholders, notice to the Corporation must be given not less than 30 or more than 65 days prior to the date of the annual meeting. In the event that 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 may 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 (which 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 Advance Notice By-law is effective immediately. At the next meeting of shareholders of the Corporation, shareholders will be asked to confirm and ratify the Advance Notice By-law. The full text of the Advance Notice By-law is available under WestJet's profile at www.sedar.com.
We are proud to be Canada's most-preferred airline, powered by an award-winning culture of care and recognized as one of the country's top employers. We offer scheduled service to more than 85 destinations in North America, Central America, the Caribbean and Europe. Through our regional airline, WestJet Encore, and with partnerships with airlines representing every major region of the world, we offer our guests more than 120 destinations in more than 20 countries. Leveraging WestJet's extensive network, flight schedule and remarkable guest experience, WestJet Vacations delivers affordable, flexible travel experiences with a variety of accommodation options for every guest. Members of our WestJet Rewards program earn WestJet dollars on flights, vacation packages and more. Our members use WestJet dollars towards the purchase of WestJet flights and vacations packages on any day, at any time, to any WestJet destination with no blackout periods - even on seat sales. For more information about everything WestJet, please visit www.westjet.com.
Recent recognition includes:
2014 Value Airline of the Year (Air Transport World magazine)
2013 Gold Stevie Award Best Transportation Company (American Business Awards)
2013 Chairman's Circle Award: WestJet Vacations (CPSC)
2013 Canada's Most Preferred Airline (Leger Marketing)
2013/2012 Canada's Most Attractive Employer (Randstad)
2013 WestJet RBC MasterCard ranked #1 in Canada (MoneySense magazine)
Connect with WestJet on Facebook at www.facebook.com/westjet
Follow WestJet on Twitter at www.twitter.com/westjet
Subscribe to WestJet on YouTube at www.youtube.com/westjet
Read the WestJet blog at blog.westjet.com
Certain information set forth in this news release, including, without limitation, information regarding management's intention to present the Advance Notice By-law to the shareholders of WestJet for ratification at the next shareholder meeting of the Corporation, is forward-looking information within the meaning of applicable Canadian securities laws. By its nature, forward-looking information is subject to numerous risks and uncertainties, some of which are beyond the Corporation's control, including those risk factors referred to under the heading "Risks and Uncertainties" in WestJet's management's discussion and analysis for the year ended December 31, 2013. Readers are cautioned that undue reliance should not be placed on forward-looking information as actual results may vary materially from the forward-looking information. In particular, the Advance Notice By-law will cease to be effective if it is not presented to the shareholders for ratification at the next shareholder meeting of WestJet or if it is rejected by the shareholders at such meeting. WestJet does not undertake to update, correct or revise any forward-looking information as a result of any new information, future events or otherwise, except as may be required by applicable law.