FORM 51-102F3
Material Change Report
Item 1.
Name and Address of Company
Tanzanian Royalty Exploration Corporation (the “Company”)
Suite 4400, 40 King Street West
Toronto, Ontario M5H 3Y4
Item 2.
Date of Material Change
December 31, 2014
Item 3.
News Release
A news release announcing the material change referred to in this report was disseminated through Marketwired on December 31, 2014.
Item 4.
Summary of Material Change
Marco Guidi has been promoted to Chief Financial Officer of the Company. Steven van Tongeren, the Company’s departing CFO, had to resign his position as a result of urgent family matters requiring his attention.
Item 5.
Full Description of Material Change
Please see the Company’s news release attached as Schedule “A” for a full description of the material change.
Item 6.
Reliance on Section 7.1(2) of NI 51-102
Not applicable
Item 7.
Omitted Information
None
Item 8.
Executive Officer
For further information, please contact James E. Sinclair, President and
CEO, at 860-364-1830
Item 9.
Date of Report.
December 31, 2014
Schedule “A”
Connecticut Office:
Form 20-F, File No. 001-32500
93 Benton Hill Road
Trade Symbol:
Sharon, CT 06069
TSX:
TNX
Tel: (860) 364-1830
NYSE Amex Equities: TRX
Fax: (860) 364-0673
Toronto Office:
Suite 4400, Scotia Plaza
40 King Street West
Toronto, Ontario M5H 3Y4
Toll free: 1-844-364-1830
Website: www.TanzanianRoyaltyExploration.com
Email: investors@TanzanianRoyalty.com
News Release – December 31, 2014
Tanzanian Royalty Announces Appointment of New CFO
Tanzanian Royalty Exploration Corporation is pleased to announce that Marco Guidi has been promoted to Chief Financial Officer of the Company. Mr. Guidi, a Chartered Accountant with both large and boutique accounting firm experience, has provided Corporate Controller accounting and other financial services to the Company for several years and is very familiar with its financial processes and controls. Mr. Guidi is well respected within the accounting industry and has existing working relationships with all of the Company’s independent accounting advisors, auditors and tax advisers. The Company welcomes Marco to its senior management team.
Steven van Tongeren, the Company’s departing CFO, unfortunately had to resign his position as a result of urgent family matters requiring his attention. Steve has been a valued member of the Tanzanian Royalty management team since February 22, 2011, and the Company wishes him all the best in his new endeavours. The Company is very pleased that Steve has agreed to assist the Company on a part-time consulting basis going forward.
Respectfully submitted,
Joseph K. Kahama
Chairman and Chief Operating Officer (Tanzania)
For further information, please contact Investor Relations at 1-844-364-1830
Visit our website: www.TanzanianRoyalty.com
The Toronto Stock Exchange and NYSE Amex Equities have not reviewed and do not accept responsibility for the adequacy or accuracy of this release
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Cautionary Note to U.S. Investors - The United States Securities and Exchange Commission limits disclosure for U.S. reporting purposes to mineral deposits that a company can economically and legally extract or produce. We use certain terms on this news release, such as “reserves”, “resources”, “geologic resources”, “proven”, “probable”, "measured", "indicated", or "inferred" which may not be consistent with the reserve definitions established by the SEC. U.S. Investors are urged to consider closely the disclosure in our SEC filings. You can review and obtain copies of these filings from the SEC's website at http://www.sec.gov/edgar.shtml
This news release contains certain forward-looking statements and forward-looking information. All statements, other than statements of historical fact, included herein are forward-looking statements and forward-looking information that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time-to-time with the British Columbia, Alberta and Ontario provincial securities regulatory authorities.
Certain information presented in this release may constitute “forward-looking statements” within the meaning of thePrivate Securities Litigation Reform Act of 1995. Such forward-looking statements are based on numerous assumptions, and involve known and unknown risks, uncertainties and other factors, including risks inherent in mineral exploration and development, which may cause the actual results, performance, or achievements of the Company to be materially different from any projected future results, performance, or achievements expressed or implied by such forward-looking statements. Investors are referred to our description of the risk factors affecting the Company, as contained in our SEC filings, including our annual report on Form 20-F and Registration Statement on Form F-10, as amended, for more information concerning these risks, uncertainties, and other factors.