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Altus Group Limited Proxy Solicitation & Information Statement 2026

Apr 2, 2026

46705_rns_2026-04-02_02d25127-c687-4f9d-b72c-52282e77510e.pdf

Proxy Solicitation & Information Statement

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ALTUS GROUP LIMITED

(the "Company")

Annual General and Special Meeting

Wednesday, May 6, 2026 at 10:00 a.m. (Toronto time)

at https://meetings.lumiconnect.com/400-890-200-229;

Meeting ID: 400-890-200-229;

Password: altus2026 (case sensitive)

(the "Meeting")

Proxy Voting – Guidelines and Conditions

  1. THIS PROXY IS SOLICITED BY OR ON BEHALF OF THE MANAGEMENT OF THE COMPANY.
  2. THIS PROXY SHOULD BE READ IN CONJUNCTION WITH THE MEETING MATERIALS PRIOR TO VOTING.
  3. If you appoint the Management Nominees indicated on the reverse to vote on your behalf, they must also vote in accordance with your instructions or, if no instructions are given, in accordance with the Voting Recommendations highlighted for each Resolution on the reverse. If you appoint someone else to vote your securities, they will also vote in accordance with your instructions or, if no instructions are given, as they in their discretion choose.
  4. This proxy confers discretionary authority on the person named to vote in their discretion with respect to amendments or variations to the matters identified in the Notice of the Meeting accompanying the proxy or such other matters which may properly come before the meeting or any adjournment or postponement thereof.
  5. The securityholder has a right to appoint a person or company to represent the securityholder at the meeting other than the person or company designated in the form of proxy. Such right may be exercised by inserting, on the reverse of this form, in the space labeled "Please print appointee name", the name of the person to be appointed, who need not be a securityholder of the Company.
  6. To be valid, this proxy must be signed. Please date the proxy. If the proxy is not dated, it is deemed to bear the date of its mailing to the securityholders of the Company.
  7. To be valid, this proxy must be filed using one of the Voting Methods and must be received by TSX Trust Company before the Filing Deadline for Proxy, noted on the reverse or in the case of any adjournment or postponement of the meeting not less than 48 hours (Saturdays, Sundays and holidays excepted) before the time of the adjourned or postponed meeting. Late proxies may be accepted or rejected by the Chair of the meeting in their discretion, and the Chair is under no obligation to accept or reject any particular late proxy.
  8. If the holder is a corporation, the proxy must be executed by an officer or attorney thereof duly authorized, and the holder may be required to provide documentation evidencing the signatory's power to sign the proxy.
  9. Guidelines for proper execution of the proxy are available at www.stac.ca. Please refer to the Proxy Protocol.

DO NOT USE – NEED FOR INKJETTING

Electronic Delivery

If you are a registered securityholder and wish to enroll for electronic delivery for future issuer communications including meeting related materials, financial statements, DRS, etc., where applicable, you may do so:

  1. After you vote online at https://www.meeting-vote.com using your 13-digit control number.
  2. Through TSX Trust's online portal, Investor Central. You may log in or enroll at services.tsxtrust.com/edelivery

Notice-and-Access

The Canadian securities regulators have adopted rules which permit the use of notice-and-access for proxy solicitation instead of the traditional physical delivery of material. This process provides the option to post meeting related materials including management information circulars as well as annual financial statements and management's discussion and analysis, on a website in addition to SEDAR+. Under notice-and-access, meeting related materials will be available for viewing for up to 1 year from the date of posting and a paper copy of the material can be requested at any time during this period.

Disclosure regarding each matter or group of matters to be voted on is in the Information Circular in the Section with the same title as each Resolution on the reverse. You should review the Information Circular before voting.

Altus Group Limited has elected to utilize notice-and-access and provide you with the following information:

Meeting materials are available electronically at www.sedarplus.ca and also at www.altusgroup.com/investor-relations/notice-and-access/.

If you wish to receive a paper copy of the meeting materials or have questions about notice-and-access, please call 1-888-433-6443, 416-682-3801 or e-mail [email protected]. In order to receive a paper copy in time to vote before the meeting, your request should be received by May 20, 2026.

VOTING METHOD
INTERNET Go to https://www.meeting-vote.com and enter the 13 digit control numbers above
FACSIMILE 416-607-7964
MAIL or HAND DELIVERY TSX Trust Company
BY MAIL: Proxy Department, P.O. Box 721, Agincourt, ON M1S 0A1
BY HAND: 301 - 100 Adelaide Street West, Toronto, Ontario, M5H 4H1
Investor Central
TSX Trust Company offers at no cost to holders, the convenience of secure 24-hour access to all data relating to their account including summary of holdings, transaction history, and links to valuable holder forms and Frequently Asked Questions.
To register, please visit: https://www.tsxtrust.com/creg and complete the registration form.
For assistance, please contact TSX TRUST INVESTOR SERVICES.
Mail: 301 - 100 Adelaide Street West Toronto, ON, M5H 4H1
Tel: 1-800-387-0825 or 416-682-3860
Email: [email protected]

TMX

TSX TRUST

FORM OF PROXY ("PROXY")

ALTUS GROUP LIMITED

(the "Company")

Annual General and Special Meeting

Wednesday, May 6, 2026 at 10:00 a.m. (Toronto time)

at https://meetings.lumiconnect.com/400-890-200-229;

Meeting ID: 400-890-200-229; Password: altus2026 (case sensitive)

SECURITY CLASS: Common Shares

RECORD DATE: March 25, 2026

FILING DEADLINE FOR PROXY: May 4, 2026 at 10 a.m. (Toronto time)

APPOINTEES

I/We hereby appoint Michael J. Gordon, Chief Executive Officer and Chairman, or failing him Pawan Chhabra, Chief Financial Officer, (the "Management Nominees"), or instead of any of them, the following Appointee

Please print appointee name

as proxyholder on behalf of the undersigned with the power of substitution to attend, act and vote for and on behalf of the undersigned in respect of all matters that may properly come before the meeting and at any adjournment(s) or postponement(s) thereof, to the same extent and with the same power as if the undersigned were personally present at the said meeting or such adjournment(s) or postponement(s) thereof in accordance with voting instructions, if any, provided below.

  • SEE VOTING GUIDELINES ON REVERSE -

RESOLUTIONS - VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT ABOVE THE BOXES

1. Election of Directors FOR WITHHOLD
a) Will Brennan
b) Angela L. Brown
c) Colin J. Dyer
d) Michael J. Gordon
e) Anthony W. Long
f) Carolyn Schuetz
g) Thomas W. Warsop, III
2. Appointment of Auditor FOR WITHHOLD
Appointment of Ernst & Young LLP as the Company's auditors and to authorize the Board of Directors to fix the auditor's remuneration.
3. Resolution #1 FOR AGAINST
To consider an advisory resolution on the Company's approach to executive compensation.
4. Resolution #2 FOR AGAINST
To approve resolutions to increase the number of authorized common shares to be reserved for issuance under the Company's Long-Term Equity Incentive Plan

This proxy revokes and supersedes all earlier dated proxies and MUST BE SIGNED

PLEASE PRINT NAME

Signature of registered owner(s)

Date (MM/DD/YYYY)

☐ Interim Financial Statements – Mark this box if you would like to receive Interim Financial Statements and Management's Discussion and Analysis.

☐ Annual Financial Statements – Mark this box if you would like to receive Annual Financial Statements and Management's Discussion and Analysis.

Under Canadian Securities Law, you are entitled to receive certain investor documents. If you wish to receive such material, please tick the applicable boxes below. You may also go to the TSX Trust website https://services.tsxtrust.com/InvestorServices/Financial-Statements and input code 0352a.

☐ Check this box if you wish to receive the selected financial statements electronically or visit services.tsxtrust.com/edelivery to enroll. (optional on the Issuer providing via email)

EMAIL

By providing my email address, I hereby acknowledge and consent to all provisions outlined in the following: www.tsxtrust.com/consent-to-electronic-delivery