Ottawa, ON / TNW-Accesswire / Jan 21 2016 / – Avivagen Inc. (TSXV: VIV), a life sciences company commercializing products intended to eliminate the need for preventative or growth promoting antibiotics in livestock feeds and otherwise support human and animal health, announces board approval of an advance notice and a forum selection by-law.

The by-laws’ purpose is to require that (1) advance notice be provided to Avivagen if nominations of persons for election to its board of directors are made other than pursuant to the requisition of a meeting or a shareholder proposal in accordance with the Canada Business Corporations Act (the “Act”) and (2) certain actions against it be brought in the Province of Ontario.

Advance Notice
The by law fixes a deadline by which shareholders must provide notice to Avivagen of nominations for election to the board, and sets out the information that a shareholder must include in the notice for it to be valid.

In the case of an annual meeting of shareholders, the notice must be delivered to Avivagen no fewer than 30 days prior to the meeting date (except that, if the meeting is to be held fewer than 50 days after the first public filing or announcement of the date of the meeting, the notice must be delivered no more than 10 days after the date of that public filing or announcement). In the case of a special meeting of shareholders (which is not also an annual meeting), the notice must be delivered to Avivagen no more than 15 days after the date of the first public filing or announcement of the date of the meeting.

Forum Selection
The forum selection by-law provides that, to the fullest extent permitted by law, the courts of the Province of Ontario be the sole and exclusive forum for any:
• derivative action or proceeding brought on behalf of Avivagen;
• action or proceeding asserting a claim of breach of fiduciary duty owed by any director, officer or other employee to Avivagen;
• action or proceeding asserting a claim arising out of any provision of the Act or the articles or the by-laws of Avivagen (as either may be amended from time to time); or
• action or proceeding asserting a claim or otherwise related to the affairs of Avivagen.

Cameron Groome, the President and Chief Executive Officer of Avivagen said, “The advance notice by law aims to ensure that an orderly nomination process is observed, shareholders are well-informed about director nominees and shareholders are able to vote in an informed manner after having been provided time to deliberate. The objective of the forum selection by-law is to minimize the cost and risk of multijurisdictional litigation.”

The by laws are effective immediately. In accordance with the Act, the by-laws will be submitted to shareholders for confirmation at Avivagen’s next shareholder meeting.

The by-law is being filed under Avivagen’s profile on SEDAR at www.sedar.com and will be available upon request from Avivagen.

About Avivagen Inc.
Avivagen Inc. is a publicly-listed life sciences company trading on the TSX Venture Exchange under the ticker symbol “VIV” and on OTC Pink as “CHEXF.” The Company’s goal is to develop and deliver scientifically-proven products that benefit human and animal health. Its target markets include livestock health and productivity, companion animal quality-of-life and maintaining optimal health in humans.

Avivagen is based in partnership facilities of the National Research Council of Canada (NRC) – in Ottawa, Ontario and Charlottetown, Prince Edward Island. For more information, visit www.avivagen.com.

About Avivagen’s Technology
Avivagen has a proprietary and patented technology from its discoveries about carotenoid oxidation. The food-borne oxidation compounds discovered by Avivagen help the body’s own systems to maintain and enhance health, by supporting immune function against bacteria and calming excess inflammation. Avivagen’s commercial-stage application of its inventions is fully-oxidized beta-carotene, OxC-beta™ Technology (OxC-beta). OxC-beta occurs naturally as carotenoid oxidation products in vegetation, but in minute amounts. Avivagen is developing OxC-beta as a replacement for the use of antibiotics for disease prevention and growth promotion in livestock feeds, to enhance the quality of life of companion animals and to help maintain optimal health in humans. Avivagen’s commercial products are OxC-beta™ Livestock (Kingdom of Thailand), Vivamune™ Vital Health3 Chews (U.S.) and Oximunol™ Chewable Tablets (U.S.).

Forward Looking Statements
This news release includes certain forward-looking statements that are based upon the current expectations of management. Forward-looking statements involve risks and uncertainties associated with the business of Avivagen Inc. and the environment in which the business operates. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking, including those identified by the expressions “aim”, “anticipate”, “appear”, “believe”, “consider”, “could”, “estimate”, “expect”, “if”, “intend”, “goal”, “hope”, “likely”, “may”, “plan”, “possibly”, “potentially”, “pursue”, “seem”, “should”, “whether”, “will”, “would” and similar expressions. Statements about uses of the technologies described in this news release, including their importance to animal or human health, their novelty, safety, efficacy or affordability, the referenced by-laws, corporate goals or management’s opinions, , are all forward looking statements. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations. Such Avivagen risks and uncertainties include, but are not limited to, the following: its ability to continue as a going concern; the results of ongoing or future trials may not be positive or sufficiently positive; even if the results of trials are positive, there is no guarantee that its products will be commercially successful or that requisite regulatory approvals will be obtained; the timing and results of trials may be delayed or may not be completed at all; and intellectual property rights may prove inadequate to protect its inventions. Accordingly, readers should not place undue reliance on forward-looking statements. Except as required by law, Avivagen assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward-looking statements.

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.

For more information:
Avivagen Inc.
100 Sussex Drive
Ottawa, Ontario
Canada K1A 0R6
Head Office Phone: 613-949-8164
OxC-betaTM, Vivamune™ and Oximunol™ are trademarks of Avivagen Inc.