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Avivagen Inc. AGM Information 2021

Mar 3, 2021

45684_rns_2021-03-03_52cf9ebd-3bac-406f-9449-43cc1bed2447.pdf

AGM Information

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AVIVAGEN INC.

NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS April 8, 2021

NOTICE IS HEREBY GIVEN THAT an annual general meeting (the “ Meeting ”) of the shareholders of Avivagen Inc. (the “ Corporation ”) will be held on April 8, 2021, 10:00 am Eastern Time at the offices of Avivagen, Inc. at 100 Sussex Dr., Ottawa, Ontario, Canada K1A 0R6 for the following purposes:

  1. to receive the financial statements of the Corporation for the financial year ended October 31, 2020 and the auditors’ report thereon;

  2. to elect directors of the Corporation for the ensuing year, as more fully described in the Corporation’s information circular for this Meeting (the “ Circular ”) under the heading “Meeting Matters – Election of Directors”;

  3. to reappoint McGovern Hurley LLP as auditors of the Corporation for the ensuing year, and to authorize the Board of Directors to fix their remuneration, as more fully described in the Circular under the heading “Meeting Matters – Appointment of Auditors”; and

  4. to transact such further and other business as may properly come before the Meeting or any adjournment(s) or postponement(s) thereof.

The Corporation is sending proxy-related materials to its registered and non-registered shareholders using notice-and-access. Notice-and-access is a set of rules for reducing the volume of materials that must be physically mailed to shareholders by posting the Circular and additional materials online and providing shareholders with a notice stating where such materials are available.

The Circular providing further information relevant to the matters scheduled to come before the Meeting, this Notice, a form of proxy, the audited annual financial statements of the Corporation for the year ended October 31, 2020 and management’s discussion and analysis (the “ MD&A ”) relating to such financial statements are available on SEDAR at www.sedar.com and on the Corporation’s website at http://www.avivagen.com/investors/. See the section of the Circular entitled “Meeting Matters” for disclosure regarding each matter or group of related matters identified in this Notice. Shareholders are reminded to review these online materials prior to voting.

Registered shareholders who would like to receive paper copies of such materials may contact the Corporation’s transfer agent, Computershare Investor Services at the toll-free number 1-866-962-0498 or direct outside of North America (514) 982-8716. Non-registered shareholders who would like to receive paper copies of such materials may contact Broadridge Investor Communications Solutions at the toll-free number 1-877-907-7643. In order for shareholders to receive the paper copies of such materials in advance of any deadline for the submission of voting instructions and the date of the Meeting it is recommended to contact the Corporation at the above number as soon as possible but no later than March 24, 2021. To obtain a paper copy of such materials after the Meeting, please contact the Corporation at the toll-free number 1-855-210-2355.

IN LIGHT OF THE UNPRECEDENTED PUBLIC HEALTH IMPACT OF THE COVID-19 PANDEMIC AND GOVERNMENT RESTRICTIONS ON GATHERINGS, THE CORPORATION IS ATTEMPTING TO MITIGATE THE RISKS TO THE HEALTH AND SAFETY OF ITS COMMUNITY, SHAREHOLDERS, EMPLOYEES AND OTHER STAKEHOLDERS BY STRONGLY ENCOURAGING SHAREHOLDERS TO EXERCISE THEIR RIGHT TO VOTE ON THE MATTERS SCHEDULED TO COME BEFORE THE MEETING BY SUBMITTING PROXIES OR VOTING INSTRUCTIONS IN ADVANCE OF THE MEETING RATHER THAN ATTENDING THE MEETING IN PERSON. WE THANK ALL PARTIES AFFECTED FOR THEIR UNDERSTANDING.

If you are a registered shareholder, a form of proxy is enclosed. A copy of the form of proxy is also available on SEDAR at www.sedar.com and on the Corporation’s website at http://www.avivagen.com/investors/. If you are a non-registered shareholder, a voting instruction form is enclosed.

Shareholders are requested to complete, sign and return such form of proxy or voting instruction form, as applicable.

For registered shareholders, in order to be represented by proxy at the Meeting, you must complete and submit the enclosed form of proxy or other appropriate form of proxy. Completed forms of proxy must be received by Computershare Trust Company of Canada, the transfer agent of the Corporation, at Computershare Investor Services, Proxy Department, 9th Floor, 100 University Ave., Toronto, ON M5J 2Y1 not later than 10:00 am Eastern Time on April 6, 2021 or may be accepted by the Chairman of the Meeting prior to the commencement of the Meeting. The Chairman of the Meeting may waive or extend the proxy cut-off without notice. The form of proxy also provides details on how you may submit your proxy by telephone or internet.

For non-registered shareholders, you must complete the enclosed voting instruction form to provide voting instructions to your intermediary. The voting instruction form contains instructions on how to complete the form, where to return it to and the deadline for returning it. It is important to read and follow the instructions on the voting instruction form in order to have your vote represented at the Meeting.

By order of the Board of Directors,

(Signed) Jeffrey Kraws Chairman of the Board of Directors

Ottawa, Ontario February 23, 2021