1. Proxy Form: Item #1 The Election of Directors; requires change from the current 2009 restrictive Proxy format, i.e.--VOTED FOR ( ) the election of the following directors: ----- (Or) WITHHOLD FROM VOTING ( ) in respect of the election of all of the directors. Comment: Shareholders should be entitled to vote separately for each of the nominees.
2. The Compensation Committee: Messer’s Crane and Montemarano should revisit the Conn/ 969625 Ontario Limited Management Consulting Agreement dated June 30, 2008. (Page 8, Ontex Information Circular) The agreement has an initial 5 year term, which may be renewed at the option of the Consultant, for a successive 5 year term for a maximum aggregate term of 10 years. Comment: The Agreement is void of any performance clause and states that Ontex may only terminate the Agreement for the specified reasons of cause as set out in the agreement.
3. Chief Operating Officer (COO): Preferably, the COO should be an experienced mine manager. The primary duties of a COO are to capably oversee the following; the exploration program, preparation of the 43 101 independent Technical Report, Scoping Study*, Preliminary Economic Assessment, Definitive Feasibility Study, permitting, and direct the development and construction phases leading to production. Comment: A qualified COO is important.
* A scoping study is the first level of analysis performed by independent engineers, to determine the economic viability of a mineral deposit. The study is performed to determine whether the expense of a preliminary economic assessment and a definitive feasibility study is warranted.
“After the 2009 diamond drilling program results have been evaluated, Ontex should be in a position to commission a scoping study.” Source: Technical Report on the Brookbank Gold Deposit NI 43 -101, May 4, 2009 prepared by Scott Wilson RPA Associated Inc. (page 1-3)
