Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The Annual General Meeting of Shareholders was held on January 18, 2013. The following is the matters voted upon at the meeting.

1.

Determination of Number of Directors

By a vote of show of hands, the number of directors of the Company was determined at four (4).

2.

Election of Directors

By a vote of show of hands, the following persons were elected as directors of the Company until the next annual general meeting:

Donald M. Boone

Ralph E. Lodewick

Ted A. Sharp

Frank G. Magdlen

3.

Appointment of Auditors and Auditors' Remuneration

By a vote of show of hands, Davidson & Company LLP, Chartered Accountants, were re-appointed as auditors of the Company for the ensuing year at a remuneration to be fixed by the directors.

4.

Acts and Deeds of Directors

By a vote of show of hands, all acts, deeds and things done by and the proceedings of the directors and officers of the Company on behalf of the Company during the preceding year was confirmed, ratified and approved.

Jeffrey Wade, who had served as a Director of the Company since March 9, 2007, was not re-elected at the meeting. Subsequent to the close of the meeting, Mr. Wade was appointed to a newly formed Advisory Committee which will provide advice and consultation to the Company as needed. Mr. Wade's prior position on the Audit Committee has been assumed by newly-elected Director Frank G. Magdlen.