Petaquilla Minerals Ltd. (fka PTQMF)

[DigiTech]

"we need an all new BOD in two months time"

Like all of us I do not have that much of a problem with what we need, I do have a problem with what can be done in a certain amount of time and with limited resources.

First it would take 60 to 90 days at least to convene a Special shareholders meeting and it would require between 5% and 15% of the outstanding shares to request it. The exact number should be in the company bylaws. BTW all stock holders have to be notified around 60 days prior to the meeting if more than 15 stockholders have been contacted for a proxy vote. One can easily prove that this number is already way over 15.

An agenda of the special meeting would need to be drafted then distributed to stockholders (see rule of 15). That agenda could address removing a Board member if and only if the bylaws of the company stipulate that it can be done. As anybody read the bylaws of the company?

In case the bylaws authorized it a Board member can be voted out with 50% of the voting shares. A quorum of 50% of the outstanding shares has to be reached for the vote to be valid. A Board member has 90 days to resign after that. (that would make it about January) That would assume of course that one or more Board member have accepted to be nominated to replace the ousted Board members.
As I said before no one in their right mind would do that without reading the D&O insurance.
As of today no candidate as been identified (well maybe one LOL), let alone talked to, let alone received a copy of the D&O, let alone accepted.

New proposed Board member(s) can be voted on only if it is to fill a vacancies on the Board. The new Board member(s) would require 50% of the voting shares to be elected.

Regular Board election.
Board members are elected for 1 year starting Nov. 18 2013. A proposed set of Board members can be presented at the next AGM. The next AGM can be 1 year from November 2013 but up to 15 months after that date.

A board member needs 50% of the votes to be elected unless the number of candidates is greater than the authorized number of members of the Board (contested election). In that case the candidates with the most votes and up to the authorized number get elected.

It should be noted that a company named Monument recently had a competing set of Board members proposed at their AGM by a concerned shareholder. Contrary to what was implied recently in a post none of the shareholders proposed Board members were elected.

There are plenty of other rules and just plain common sense that you guys should apply before you can say that anybody on the Board or the all Board can be voted out immediately and replaced immediately.

It is absolutely possible to force a Board change but it will not be immediate and it will take major efforts and money.

Again let's take a deep breath and come up with a feasible plan even so we are all quite upset with the company and want to get the bums out.

Disclaimer.
All provided information on TSX or Corporate rules is to the best of my knowledge and I could be wrong in my interpretation as I have been before.