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AirIQ Inc. AGM Information 2021

Sep 1, 2021

43719_rns_2021-09-01_1ea28509-ff4d-4c83-90f5-ef130a469869.pdf

AGM Information

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AIRIQ INC.

Notice of Annual and Special Meeting of Shareholders September 29, 2021

Notice is hereby given that the annual and special meeting of the holders of common shares of AirIQ Inc. (“ AirIQ ” or the “ Corporation ”) will be held at the office of AirIQ, 1815 Ironstone Manor, Unit 9, Second Floor, Pickering, Ontario, L1W 3W9, Canada, on Wednesday, September 29, 2021, at 10:00 A.M. EST (Toronto time) (the “Meeting”).

The Meeting will be held for the following purposes:

  1. to receive the Corporation’s audited annual comparative consolidated financial statements of the Corporation as at and for the years ended March 31, 2021 and 2020 and the auditors’ report thereon;

  2. to elect directors for the ensuing year;

  3. to re-appoint McGovern Hurley LLP as auditors for the ensuing year and to authorize the board of directors of the Corporation to fix their remuneration;

  4. to consider, and if deemed appropriate, adopt a resolution to re-approve the Corporation’s employee stock option plan, as more fully described in the information circular in respect of the Meeting (the “ Circular ”); and

  5. to transact such further and other business as may properly come before the Meeting or any adjournment thereof.

The specific details of the foregoing matters to be put before the meeting are set forth in the Circular accompanying this Notice of Meeting.

Only shareholders of record of Common Shares as of the close of business on August 20, 2021 are entitled to notice of and to attend the Meeting or any adjournments thereof and to vote thereat.

Registered shareholders who are unable to attend the meeting in person are requested to complete, date and sign the enclosed form of proxy and send it in the enclosed envelope or otherwise (including by fax) to the Corporation’s transfer agent, Computershare Trust Company of Canada, at 510 Burrard Street, 3rd Floor, Vancouver, British Columbia V6C 3B9, fax number (604) 661- 9401 . Voting may also be done via the Internet or by telephone. Please refer to instructions on the enclosed form of proxy.

Beneficial shareholders who receive these materials through their broker or other intermediary should complete and send the form of proxy in accordance with the instructions provided by their broker or intermediary.

To be effective, a proxy must be received by Computershare Trust Company of Canada not later than Monday, September 27, 2021 , at 10:00 A.M. (Toronto time), or in the case of any adjournment of the meeting, not less than 48 hours, Saturdays, Sundays and holidays excepted, prior to the time of the adjournment.

To mitigate risks related to the evolving global COVID-19 (coronavirus) public health emergency, the Corporation is providing access to the Meeting virtually via Zoom. Shareholders who access the Meeting via Zoom will be able listen to the Meeting and ask questions in an informal question and answer period regardless of their geographic location or particular circumstances they may be facing as a result of COVID-19. However, registered shareholders, and duly appointed proxyholders will not be able to vote via Zoom. In light of COVID-19, we strongly encourage shareholders to complete and send their proxies to Computershare Trust Company, at 510 Burrard Street,

3rd Floor, Vancouver, British Columbia V6C 3B9, fax number (604) 661- 9401, in advance of the Meeting and not attend the Meeting in-person.

In order to access the Meeting through Zoom, shareholders will need to download the application onto their computer or smartphone and then once the application is loaded, enter the Meeting ID and Password below or open the following link:

https://us06web.zoom.us/j/89019381515?pwd=ZG5EWW5VYWxNanZER0FJNnA5ZmFkdz09

Shareholders will have the option through the application to join the video and audio or simply view and listen to the Meeting.

Meeting ID: 890 1938 1515 Password: 805115

It is the shareholders’ responsibility to ensure connectivity during the meeting and the Corporation encourages its shareholders to allow sufficient time to log in to the Meeting before it begins.

DISCLAIMER

ANY PERSON WHO ATTENDS THE MEETING IN PERSON DOES SO AT HIS OR HER OWN RISK AND BY ATTENDING THE MEETING IN PERSON, SUCH PERSON ACKNOWLEDGES AND AGREES THAT THE CORPORATION AND THE DIRECTORS, OFFICERS AND AGENTS THEREOF ARE NOT LIABLE TO THE PERSON FOR ANY ILLNESSES OR OTHER ADVERSE REACTIONS THAT MAY RESULT FROM SUCH PERSON’S ATTENDANCE AT THE MEETING. ANY PERSON WHO ATTEMPTS TO ENTER THE MEETING BUT IS DENIED ENTRY ACKNOWLEDGES AND AGREES THAT HE, SHE OR IT SHALL HAVE NO CLAIM AGAINST THE CORPORATION OR ITS, DIRECTORS, OFFICERS OR AGENTS FOR SUCH DENIAL OF ENTRY INTO THE MEETING.

Any person who is experiencing any of the described COVID-19 symptoms of fever, cough or difficulty breathing or has travelled in the 21 days prior to the Meeting will not be permitted entry into the Meeting.

The situation with COVID-19 continues to evolve as we prepare this document. It is possible that there may be new restrictions or other regulatory actions prior to the Meeting that may impact the procedures or arrangements for the Meeting. If any such developments cause a change in the Meeting arrangements described in this document, the Corporation will advise shareholders by issuing a news release, a copy of which will be available on SEDAR at http://www.sedar.com and will be incorporated by reference herein.

DATED the 20th day of August, 2021.

By Order of the Board of Directors

“Michael Robb”

Michael Robb President and Chief Executive Officer