CanArgo calls Special Meeting for Shareholders.Energy Editors/Business Editors OSLO, Norway--(BUSINESS WIRE)--Feb. 24, 2004 CanArgo Energy Corporation (OSE OSE - Open Systems Environment : CNR See riser card. CNR - Communication and Network Riser ) (OTCBB OTCBB See OTC Bulletin Board (OTCBB). : GUSH) today announced that it has filed a Proxy Statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. with the SEC and Oslo Stock Exchange Oslo Stock Exchange An exchange founded in 1819 and trading stocks, bonds, and stock options that is considered the options market of Norway. calling a Special Meeting of the shareholders for March 23rd, 2004. The proposal within the Proxy Statement requests shareholders to approve the adoption of an amendment to CanArgo's Certificate of Incorporation certificate of incorporation n. some states issue a certificate to prove a corporation's existence upon the filing of Articles of Incorporation. In most states the Articles are sufficient proof. to increase the number of shares of Common Stock that CanArgo will have authority to issue from 150,000,000 to 300,000,000, par value $0.10. The Board of Directors of CanArgo Energy Corporation ("CanArgo") unanimously recommend that shareholders vote in favour of the proposal set forth in the Proxy Statement to be mailed to shareholders from approximately March 2nd, 2004. Shareholders should read the Proxy Statement upon receipt. The Proxy Statement can be obtained for free on the SEC's website at www.sec.gov and the OSE's website at www.oslobors.no. The record date for ownership has been set as February 12th, 2004. The Board of Directors believes that it is advisable ad·vis·a·ble adj. Worthy of being recommended or suggested; prudent. ad·vis a·bil and in the
best interests of CanArgo to have available additional authorized au·thor·ize tr.v. au·thor·ized, au·thor·iz·ing, au·thor·iz·es 1. To grant authority or power to. 2. To give permission for; sanction: but un-issued shares of Common Stock in an amount adequate to provide for the future needs of CanArgo. The increase in authorized Common Stock will not have any immediate effect on the rights of existing stockholders. However, the additional shares will be available for issuance from time to time by CanArgo, at the discretion of the Board of Directors, without further authorization by vote of the stockholders unless applicable law or regulation otherwise requires such authorization. The Board of Directors believes that this increase in share capital will better position the Company in the future to act quickly to develop the business when opportunities arise. This particularly relates to CanArgo's activities in the Republic of Georgia, including without limitation the further appraisal and development of the Manavi Well M11 oil discovery, and further development of other producing properties and exploration activities in Georgia. The Board encourages shareholders to vote on this matter as a 50% affirmative vote of the total issued and outstanding Common stock is required to pass this resolution. An abstention ABSTENTION, French law. This is the tacit renunciation by an heir of a succession Merl. Rep. h.t. will, accordingly, result in a vote against the proposal. This matter will be voted on at a SPECIAL MEETING OF STOCKHOLDERS to be held at 10am on March 23rd, 2004 at The Continental Hotel, Stortingsgaten 24-26, Oslo, Norway. CanArgo is an independent oil and gas exploration and production company with its oil and gas operations currently located in the Republic of Georgia and the Caspian area. Further information on the Company is available at www.canargo.com and at http://www.sec.gov. The matters discussed in this press release include forward looking statements, which are subject to various risks, uncertainties and other factors that could cause actual results to differ materially from the results anticipated in such forward looking statements. Such risks, uncertainties and other factors include the uncertainties inherent in oil and gas development and production activities, the effect of actions by third parties including government officials, fluctuations in world oil prices and other risks detailed in the Company's reports on Forms 10-K and 10-Q filed with the Securities and Exchange Commission. The forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. are intended to help shareholders and others assess the Company's business prospects and should be considered together with all information available. They are made in reliance upon the safe harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The company cannot give assurance that the results will be attained. |
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