Smart Employee Benefits Adopts Advance Notice By-Law - Seite 2

The Advance Notice By-law is now effective and in force. The Advance Notice By-law will be put to shareholders of the Company for ratification at its upcoming annual meeting of shareholders scheduled for May 20, 2014 at 4:00 p.m. (Toronto time) at the National Club, 303 Bay Street, Toronto, Ontario.

If the Advance Notice By-law is not confirmed at the meeting by ordinary resolution of shareholders, the Advance Notice By-law will terminate and be of no further force and effect following the termination of such shareholders' meeting.

The full text of the Advance Notice By-law is available via SEDAR at www.sedar.com or upon request by contacting the Company.

Disclosure regarding forward-looking statements

This press release contains forward-looking statements. More particularly, this press release contains statements concerning the anticipated date of the Company's annual shareholders' meeting and the anticipated shareholder ratification of the Advance Notice By-law. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. The Company's annual meeting may be delayed. Shareholders may not ratify the Advance Notice By-law. Accordingly, there is a risk that the Advance Notice By-law will only be in force until the end of the Company's upcoming annual meeting of shareholders.

The forward-looking statements contained in this press release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Smart Employee Benefits Inc.
John McKimm
President/Chief Executive Officer
[phone]
[e-mail]

Smart Employee Benefits Inc.
Shelly Frank
Vice-President, Marketing
[phone] x 358
[e-mail]

First Canadian Capital Corp.
Dan Boase
416-742-5600 or 1-866-580-8891
[e-mail]

First Canadian Capital Corp.
Eric Balog
416-742-5600 or 1-866-580-8891
[e-mail]