• NYSE-MKT: TMQ: US $0.83
  • TSX: TMQ: C $1.06

Governance

Governance

The Company's common shares are listed on the NYSE-MKT ("NYSE-MKT"). Section 110 of the NYSE-MKT Company Guide permits NYSE-MKT to consider the laws, customs and practices of foreign issuers in relaxing certain NYSE-MKT listing criteria, and to grant exemptions from NYSE-MKT listing criteria based on these considerations. A company seeking relief under these provisions is required to provide written certification from independent local counsel that the non-complying practice is not prohibited by home country law. Set forth below is a description of the significant ways in which the Company's governance practices differ from those followed by U.S. domestic companies pursuant to NYSE-MKT standards:

  1. Section 123 of the NYSE-MKT Company Guide requires a quorum of not less than 33-1/3 of a listed company's shares issued and outstanding entitled to vote at a meeting of shareholders. The Company's Articles provide that a quorum for a meeting of shareholders shall be two shareholders present in person or represented by proxy who hold at least 5% of the issued shares entitled to vote at the meeting.
  2. NYSE-MKT requires a listed company to obtain the approval of its shareholders for certain types of securities issuances, including private placements that may result in the issuance of common shares (or securities convertible into common shares) equal to 20% or more of presently outstanding shares for less than the greater of the book or market value of the shares. Pursuant to the Toronto Stock Exchange Company Manual, shareholder approval is required for issuances of securities in excess of 25% of the issued and outstanding shares. In the event that the NYSE-MKT's shareholder approval requirements are triggered by an issuance of the Company's securities, the Company will seek an exemption from those requirements on the basis that it be allowed to rely on the laws of its jurisdiction of incorporation.