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Balmoral Resources Ltd. — Proxy Solicitation & Information Statement 2020
Apr 3, 2020
43050_rns_2020-04-03_75b8de7f-a57d-40bc-9af3-718b19e3b4ff.pdf
Proxy Solicitation & Information Statement
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8th Floor, 100 University Avenue Toronto, Ontario M5J 2Y1 www.computershare.com
Security Class
Holder Account Number
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Form of Proxy - Special Meeting (the “Meeting”) to be held on Thursday, May 7, 2020 at 2:00 p.m. (Vancouver Time)
This Form of Proxy is solicited by and on behalf of Management.
Notes to proxy
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Every securityholder has the right to appoint some other person or company of their choice, who need not be a securityholder, to attend and act on their behalf at the Meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).
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If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. If you are voting on behalf of a corporation or another individual you must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.
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This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
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If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the securityholder.
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The securities represented by this proxy will be voted as directed by the securityholder, however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management.
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The securities represented by this proxy will be voted in favour or withheld from voting or voted against each of the matters described herein, as applicable, in accordance with the instructions of the securityholder, on any ballot that may be called for and, if the securityholder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
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This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the Meeting or any adjournment or postponement thereof.
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- This proxy should be read in conjunction with the accompanying documentation provided by Management.
Proxies submitted must be received by 2:00 pm (Vancouver time), on Tuesday, May 5, 2020
VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!
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To Vote Using the Telephone
- Call the number listed BELOW from a touch tone telephone.
1-866-732-VOTE (8683) Toll Free
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To Vote Using the Internet
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Go to the following web site:
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Smartphone? Scan the QR code to vote now.
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To Virtually Attend the Meeting
- You can attend the meeting virtually by visiting the URL provided on the back of this proxy.
If you vote by telephone or the Internet, DO NOT mail back this proxy.
Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual. Voting by mail or by Internet are the only methods by which a holder may appoint a person as proxyholder other than the Management nominees named on the reverse of this proxy. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy.
To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below.
CONTROL NUMBER
01KSDB
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Appointment of Proxyholder
I /We being securityholder(s) of Balmoral Resources Ltd. (the “Company”) hereby appoint(s): Darin Wagner, President and CEO, or failing him, Frances Petryshen, Corporate Secretary (collectively, “ Management’s Nominees ”)
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Print the name of the person you are appointing if this person is someone other than Management’s Nominees.
Note: If completing the appointment box above and your appointee intends on attending online YOU MUST return your proxy by mail or fax and go to www.computershare.com/balmoral and provide Computershare with the name and email address of the person you are appointing. Computershare will use this information ONLY to provide the appointee with a control number to gain entry to the online meeting. If the appointee is attending the meeting in person, this step is NOT required.
as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the securityholder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Special Meeting of securityholders of Balmoral Resources Ltd. to be held at Bentall 5 Conference Room, Ground Floor, 550 Burrard Street, Vancouver, British Columbia V6C 2B5 Canada, and online at https://web.lumiagm.com/267591615 on May 7, 2020 (Thursday) at 2:00 p.m. (Pacific time) and at any adjournment or postponement thereof.
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.
| For | Against | Fold | |
|---|---|---|---|
| 1. Arrangement Resolution | |||
| To consider, pursuant to an interim order of the Supreme Court of British Columbia dated March 20, 2020, and, if deemed advisable, pass, with or without variation,a special resolution, the full text of which is attached as Appendix “A” to the management information circular of the Company dated March 27, 2020 (the “Circular”),authorizing and approving the arrangement (the “Arrangement”) with Wallbridge Mining Company Limited under Division 5 of Part 9 of the_Business Corporations Act_ | |||
| (British Columbia), as more particularly set out in the Circular under the heading “Information Concerning the Arrangement”. | |||
| For | Against |
2. Other Business
To act upon such other matters as may properly come before the Meeting or any adjournment(s) or postponement(s) thereof.
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Authorized Signature(s) – This section must be completed for your instructions to be executed. I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, this Proxy will be voted as recommended by Management.
| Signature(s) | MM /DD /YYDate |
|---|---|
G W S Q
A R 0
2 9 5 0 8 5
01KSEB