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Cosigo Resources Ltd. Proxy Solicitation & Information Statement 2023

May 18, 2023

43419_rns_2023-05-18_087eabbd-28bc-46f3-97de-4bc5959b005a.pdf

Proxy Solicitation & Information Statement

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Cosigo Resources Ltd. NOTICE-AND-ACCESS NOTIFICATION

NOTICE IS HEREBY GIVEN that the annual general and special meeting together with any and all adjournments and postponements thereof (the “Meeting”) of the holders (the “Shareholders”) of common shares (“Common Shares”) of Cosigo Resources Ltd. (the “Corporation”) will be held on June 21, 2023 at 10:00 am Pacific Time (Vancouver time) solely by means of remote communication via webcast at solely by means of remote communication via webcast at = https://us04web.zoom.us/j/72912121061?pwd yeFHU5GRNAizMNHbwILHCusW0tAC0k.1

or dial in numbers at +1 778 907 2071 (for Canada and USA), +57 1 508 7702 (for Colombia) +55 11 4632 2236 (for Brazil) and +44 131 460 1196 (for United Kingdom). For dial in the Meeting ID is 992 2483 2355 and passcode is tr0i3Q. Meeting is held for the following purposes, namely:

  1. to fix the number of directors at five;

  2. to elect four directors for the ensuing year;

  3. to appoint the auditor for the ensuing year and to authorize the directors to fix the auditor’s remuneration;

  4. confirm the Company’s stock option plan, as required annually by the policies of the TSX Venture Exchange;

  5. to change the quorum amount for the Meetings from 20% to 5% for all future Meetings;

  6. to transact such further or other business as may properly come before the meeting and any adjournments thereof.

The accompanying information circular provides additional information relating to the matters to be dealt with at the meeting and is deemed to form part of this notice of meeting.

Only shareholders of record at the close of business on May 12, 2023 will be entitled to receive notice of, and to vote at, the meeting or any adjournment thereof. Registered shareholders who are unable to or who do not wish to attend the Meeting in person are requested to date and sign the enclosed Proxy form promptly and return it in the self-addressed envelope enclosed for that purpose or by any of the other methods indicated in the Proxy form. To be used at the meeting, proxies must be received by Alliance Trust Company, Attention: Proxy Department, 1010, 407 - 2nd Street S.W., Calgary, Alberta T2P 2Y3 no later than 48 hours (excluding Saturdays, Sundays and holidays) prior to the time of the meeting or any adjournment thereof, unless the chairman of the Meeting elects to exercise his discretion to accept proxies deposited subsequently. If a registered shareholder receives more than one Proxy form because such shareholder owns shares registered in different names or addresses, each Proxy form should be completed and returned.

“Shareholders with questions about notice-and-access can call Alliance Trust Company at 403-237-6111 or toll free at 1-877-537-6111.

In order to receive a paper copy of this Circular and other relevant information, requests by Shareholders may be made up to one year from the date the Circular was filed on System for Electronic Document Analysis and Retrieval (“SEDAR”) by: (i) calling Alliance Trust Company at 403-237-6111 or toll free at 1-877-537-6111; (ii) by emailing a request to [email protected]; or (iii) online at the following website: www.alliancetrust.ca/shareholders/. The Corporation estimates that a Shareholder’s request for paper copies of the Circular and other relevant information will need to be received prior to June 9, 2023, in order for such Shareholder to have sufficient time to receive and review the materials requested and return the completed Form of Proxy by the proxy cut off deadline.”

Dated this 18th day of May 2023.

BY ORDER OF THE BOARD OF DIRECTORS

(signed)Andy Rendle” Andy Rendle, COO