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Stroud Adopts Advance Notice By-Law


Stroud Adopts Advance Notice By-Law

Toronto, Ontario CANADA, October 23, 2013 /FSC/ – Stroud Resources Ltd. (SDR – TSX Venture), (“Stroud”” or the “Company”) announced today that it has adopted an amendment to its by-laws, similar to by-law amendments and policies recently adopted by a number of other Canadian public companies, requiring advance notice to the Company for nominations of directors by shareholders other than through a requisitioned meeting or shareholder proposal under applicable corporate laws.

The by-law amendment is not intended to discourage director nominations but rather 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.

Among other things, the by-law amendment 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 for the notice to be in proper written form.

In the case of an annual meeting of shareholders, notice to the Company must be made not less than 30 nor more than 65 days prior to the date of the annual meeting; provided, however, that 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 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 made 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.

Notwithstanding the foregoing, with respect to the annual and general meeting of the Company to be held on November 29, 2013 (the “Meeting”), any notice delivered to the Company prior to the close of business on Monday, November 4, 2013 shall be deemed to have been timely delivered.

The by-law amendment is effective immediately and a copy has been filed and is available under the Company’s profile on SEDAR at Additional details are also contained in the Company’s management information circular dated October 18, 2013 which has also been filed on SEDAR. The continued existence of the by-law amendment is subject to ratification by shareholders at the Meeting.

Nothing in this release is intended to be, and should not be regarded as, a solicitation or request for a proxy or a recommendation as to how shareholders of the Company should vote at the Meeting.

For additional information please contact:

Mr. George Coburn

President and CEO

Stroud Resources Ltd.

Tel: (416) 362-4126

or visit:

Stroud is an exploration company focused on the discovery and exploration of silver and gold deposits in Mexico and Ontario. Stroud owns a 100% interest in the Santo Domingo epithermal silver-gold project in central Mexico. In addition to the Santo Domingo project, Stroud’s assets include 100% interests in the Hislop gold property, near Timmins, Ontario and the Leckie gold property, near North Bay, Ontario. Stroud also generates cash flow from a 3.75% interest in six natural gas and natural gas condensate wells in central Alberta.

Neither 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.

To view the press release as a PDF file, please click on the following link:

Source: Stroud Resources Ltd. (SDR – TSX Venture)

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