NFD.A Northfield Capital Corporation

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.


FOR FURTHER INFORMATION PLEASE CONTACT: 
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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