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Northfield Adopts Advance Notice By-Law

Northfield Adopts Advance Notice By-Law 
TORONTO, ONTARIO -- (Marketwired) -- 05/09/13 -- Northfield Capital
Corporation (TSX VENTURE:NFD.A) (the "Corporation" or "Northfield")
announces the adoption by its Board of Directors of amendments to its
By-Laws. 
By-Law 3 includes a provision that requires advance notice to the
Corporation in circumstances where nominations of persons for
election to the Board of Directors are made by shareholders of the
Corporation other than pursuant to (i) a requisition to call a
shareholders meeting made pursuant to the provisions of the Business
Corporations Act (Ontario) (the "OBCA"), or (ii) a shareholder
proposal made pursuant to the provisions of the OBCA (the "Advance
Notice Provision").  
Among other things, the Advance Notice Provision fixes a deadline by
which holders of record of common shares of the Corporation must
submit director nominations to the Corporation prior to any annual or
special meeting of shareholders and sets forth the information that a
shareholder must include in the notice to the Corporation for the
notice to be in proper written form.  
In the case of an annual meeting of shareholders, notice to the
Corporation 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 Corporation must be made no 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. 
The Advance Notice Provision provides a clear process for
shareholders to follow to nominate directors and sets out a
reasonable time frame for nominee submissions along with a
requirement for accompanying information. The purpose of the Advance
Notice Provision is to treat all shareholders fairly by ensuring that
all shareholders, including those participating in a meeting by proxy
rather than in person, receive adequate notice of the nominations to
be considered at a meeting and can thereby exercise their voting
rights in an informed manner. In addition, the Advance Notice
Provision should assist in facilitating an orderly and efficient
meeting process. 
A copy of By-Law 3 has been filed under the Corporation's profile at
www.sedar.com. 
Statements in this release that are forward-looking statements are
subject to various risks and uncertainties concerning the specific
factors disclosed under the heading "Risk Factors" in the
Corporation's filings with Canadian securities regulators. Such
information contained herein represents management's best judgment as
of the date hereof based on information currently available. The
Corporation does not assume any obligation to update any
forward-looking statements, save and except as may be required by
applicable securities laws. 
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. 
Contacts:
Northfield Capital Corporation
Brent Peters
(416) 628-5901
(416) 628-5911 (FAX)
141 Adelaide Street West, Suite 301
Toronto, ON M5H 3L5
 
 
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