-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WIRbzBZXRA11hPUVQFlhJ3PU6m3zGil1Zmz1rtgS/57TgA61bnnHarrq+BJpUSBh NDPSxy3MyRw0s1VE3ESdAg== 0001075793-03-000348.txt : 20030613 0001075793-03-000348.hdr.sgml : 20030613 20030613140001 ACCESSION NUMBER: 0001075793-03-000348 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20030530 ITEM INFORMATION: Other events FILED AS OF DATE: 20030613 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SILVERADO GOLD MINES LTD CENTRAL INDEX KEY: 0000731727 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 980045034 STATE OF INCORPORATION: A1 FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12132 FILM NUMBER: 03743451 BUSINESS ADDRESS: STREET 1: 1111 WEST GEORGIA ST STREET 2: SUITE 505 CITY: VANCOUVER BC CANADA STATE: A1 ZIP: V6E 4M3 BUSINESS PHONE: 6046891535 MAIL ADDRESS: STREET 1: 1111 WEST GEORGIA ST STREET 2: SUITE 505 CITY: VANCOUVER BC CANADA STATE: A1 ZIP: V6E 4M3 FORMER COMPANY: FORMER CONFORMED NAME: SILVERADO MINES LTD DATE OF NAME CHANGE: 19940722 8-K 1 silvergoldeightk.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Event Requiring Report: May 30, 2003 SILVERADO GOLD MINES LTD. ------------------------- (Exact name of registrant as specified in its charter) British Columbia 000-12132 98 -0045034 (State of Incorporation) (Commission (IRS Employer File Number) Identification #) Suite 505, 1111 West Georgia Street Vancouver, British Columbia Canada V6E 4M3 -------------------------------------------- (Address of Principal Executive Offices) (604) 689-1535 ---------------------------------------- (Registrant's telephone number, including area code) Not Applicable --------------------------------------------------- (Registrant's Former Name and Address) 1 ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE Silverado Gold Mines Ltd. (the "Company") announces that the shareholders of the Company have approved the increase to the Company's quorum requirement for meetings of its shareholders at the Company's annual general meeting of shareholders held on May 30, 2003. The increase to the quorum requirement was effective as of June 11, 2003 upon the filing of an amendment to the Company's Articles with the British Columbia Registrar of Companies. A copy of the Company's Form 19 - Special Resolutions as filed with the British Columbia Registrar of Companies is attached to this Current Report on Form 8-K as Exhibit 3.2. Shareholders also approved the re-election of Mr. Garry L. Anselmo, Mr. James F. Dixon and Mr. Stuart C. McCulloch to the board of directors. In addition, shareholders have elected Mr. Peter G. Rook-Green as a new member of the Company's board of directors. Mr. Rook-Green is a certified management accountant with experience serving as a chief financial officer and a director of a number of publicly traded companies. The board of directors has appointed Mr. Rook-Green to Silverado's audit committee, together with Mr. Dixon and Mr. McCulloch. Shareholders also approved the Silverado's 2003 Stock Option Plan. The appointment of Morgan & Company as Silverado's auditors was confirmed. A copy of the Company's press release dated June 2, 2003 announcing the matters approved by the shareholders at the annual general meeting of shareholders held on May 30, 2003 is attached to this Current Report on Form 8-K as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS FINANCIAL STATEMENTS Not applicable. EXHIBITS Exhibit Number Description - --------------- ----------- 3.2 Form 19 - Special Resolution of Silverado Gold Mines Ltd. 99.1 Press Release dated June 2, 2003 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. June 12, 2003 SILVERADO GOLD MINES LTD. By: /s/ Garry L. Anselmo __________________________ Garry L. Anselmo President, Chief Executive Officer Chief Financial Officer Director 3 EX-3 3 specresolution.txt FORM 19 (Section 348) PROVINCE OF BRITISH COLUMBIA Certificate of Incorporation No. 57126 COMPANY ACT SPECIAL RESOLUTION The following special resolution was passed by the company referred to below on the date stated: Name of Company: SILVERADO GOLD MINES LTD. Date resolution passed: May 30, 2003 Resolution: "RESOLVED, as a special resolution, that: 1. the Articles of the Company be altered by repealing the existing Section 7.5 of the Articles and replacing with a new Section 7.5 as set forth below: "7.5 At all general meetings, except where otherwise provided by the Company Act or in these Articles, the presence of shareholders, either in person or by proxy, representing not less than one-third (33 1/3%) of the outstanding shares entitled to vote shall constitute a quorum for the transaction of business. In the event that a quorum is not present at a general meeting, then the meeting will be adjourned for a period of two weeks and will be reconvened at the same time on the date that is two weeks from the date of the originally scheduled meeting, at which time the quorum will be two persons entitled to vote. The stockholders present at a duly called or convened meeting, at which a quorum is present, may continue to transact business until adjournment, notwithstanding the withdrawal of enough stockholders to leave less than a quorum." 2. the Board of Directors be authorized, in their sole discretion and without further approval of the members of the Company, to amend this special resolution as may be necessary to comply with any applicable legislation or the policies of such regulatory authorities and to revoke this special resolution before it is acted upon without further approval of the members of the Company." Certified a true copy the 6th day of June, 2003. /s/ Garry L. Anselmo (Signature) ____________________________ PRESIDENT (Relationship to Company) ____________________________ EX-99 4 pressrel.txt Silverado Concludes 2003 Annual Meeting June 2, 2003 - Vancouver, BC - Canada - Fairbanks, Alaska - USA SILVERADO GOLD MINES LTD. OTCBB: SLGLF / Berlin Exchange: SLGL (WKN: 867737). Silverado Gold Mines Ltd. ("Silverado") is pleased to report the results of the 2003 Annual General Meeting of its Shareholders held on May 30, 2003. Shareholders have approved the re-election of Mr. Garry L. Anselmo, Mr. James F. Dixon and Mr. Stuart C. McCulloch to the Board of Directors. In addition, Shareholders have elected Mr. Peter G. Rook-Green as a new member of the Company's Board of Directors. Mr. Rook-Green is a Certified Management Accountant with experience serving as a Chief Financial Officer and a Director of a number of publicly traded companies. The Board of Directors has appointed Mr. Rook-Green to Silverado's Audit Committee, together with Mr. Dixon and Mr. McCulloch. Shareholders also approved the increase to Silverado's quorum requirements for meetings of Shareholders and Silverado's 2003 Stock Option Plan. The appointment of Morgan & Company as Silverado's Auditors was confirmed. FOR MORE INFORMATION: --------------------- CONTACT: -------- Investor Relations: (800) 665-4646 or (604) 689-1535 E-mail: pr@silverado.com Website: www.silverado.com ---------------- ----------------- This Press Release may contain, in addition, to historical information, forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are based on management's expectations and beliefs, and involve risks and uncertainties. These statements may involve known and unknown risks and uncertainties and other factors that may cause the actual results to be materially different from the results implied herein. Key factors that could cause actual results to differ materially from those described in forward-looking statements are: (i) the ability of the Company to complete its planned mining activities during the current mining season; (ii) the impact of weather on the Company's mining operations; (iii) the ability of the Company to process the mined ore during summer season; (iv) the concentrations of gold recovered from processed ore. Readers are cautioned not to place undue reliance on the forward-looking statements made in this Press Release. -----END PRIVACY-ENHANCED MESSAGE-----