Key Highlights

  • Silvercorp asked shareholders to approve amendments to its advance notice provisions for director nominations at an October 2, 2026 meeting.
  • The amendments require a special resolution, meaning at least two-thirds of the votes cast by shareholders present or represented.
  • The change would limit the information a nominating Shareholder must provide to what paragraph 4 of Article 16 specifically lists.
  • The company says the amendments strengthen its governance framework while preserving appropriate flexibility for the board of directors.

Silvercorp Metals Inc (NYSE American:SVM) furnished a Form 6-K attaching an explanatory note and a blackline of proposed amendments to its Articles. The changes concern the advance notice provisions that govern how shareholders nominate directors.

Shareholders are being asked to approve the amendments at an annual and special meeting on October 2, 2026, by special resolution, which requires at least two-thirds of the votes cast by shareholders present or represented by proxy. The 6-K was signed on September 28, 2026 by Jonathan Hoyles, General Counsel and Corporate Secretary.

What the Company Says It Is Doing

Advance notice provisions set out the deadlines and the information that a shareholder must give the company before nominating directors at a meeting. Silvercorp, whose principal office is in Vancouver, British Columbia, is proposing to change how far those information requirements can reach.

The explanatory note says the amendments are meant to "strengthen the Company's governance framework while preserving appropriate flexibility for the board of directors." The specific change is to limit the information a nominating shareholder can be required to provide under the advance notice provisions to the information specifically set out in paragraph 4 of Article 16.

The company's stated approach is a narrowing of what can be requested. Under the amended text, the information that a nominating shareholder must Supply would be the list in Article 16, paragraph 4, rather than anything further that the company might otherwise ask for.

The Information Already Listed in the Articles

The blackline shows that, for each proposed nominee, paragraph 4 calls for the person's name, age, Business address and residential address, principal occupation or employment, citizenship, and the class or series and number of shares controlled or owned beneficially. It also calls for the information that would be required in a dissident proxy circular under applicable securities laws. For the nominating shareholder, it calls for full particulars of any proxy, contract, agreement, arrangement or understanding under which that shareholder has a right to vote.

The Articles also say the company may require any proposed nominee to furnish other information reasonably required to determine whether the nominee is eligible to serve as an independent director.

Deadlines and Definitions in the Same Article

The related provisions in Article 16, paragraph 3 set timing rules. For an annual meeting, a nominating shareholder must give notice not less than 30 nor more than 65 days before the meeting, with a shorter window of 10 days after the announcement if the meeting is scheduled within 50 days. For a special meeting, notice is due no later than the close of business on the fifteenth day following the announcement of the meeting date. The article defines "public announcement" as disclosure in press releases or in documents filed on SEDAR at www.sedarplus.ca.

The descriptions above come from the blackline and explanatory note.

What the October 2 Vote Means for Silvercorp Nominations

The key date is October 2, 2026, when shareholders are scheduled to vote. The exhibit is titled as an explanatory note and blackline of amendments to the Articles, so shareholders can compare the current and proposed wording. If approved, the amended Articles would then govern the information required from any shareholder who nominates a director in future.