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Euro Sun Mining Inc. — Proxy Solicitation & Information Statement 2020
Jul 6, 2020
45284_rns_2020-07-06_aafa6dec-8cbb-49b0-98f7-0fe0dabe2960.pdf
Proxy Solicitation & Information Statement
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Euro Sun Mining Inc. (the “Corporation”)
FORM OF PROXY (“PROXY”)
Annual and Special Meeting Friday, July 31, 2020 at 10:00 a.m. EDT 77 King Street West, TD North Tower, Suite 700 Toronto, Ontario, M5K 1G8 (the “Meeting”)
RECORD DATE: June 12, 2020 CONTROL NUMBER: SEQUENCE #: FILING DEADLINE FOR PROXY: Wednesday, July 29, 2020 at 10:00 a.m. EDT
VOTING METHOD
| INTERNET | Go towww.voteproxyonline.comand enter the 12 |
|---|---|
| digit control numberabove | |
| FACSIMILE | 416-595-9593 |
| TSX Trust Company | |
| 301 - 100 Adelaide Street West | |
| Toronto, Ontario,M5H 4H1 |
The undersigned hereby appoints Paul Bozoki , whom failing Neil Said (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 – MANAGEMENT VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT ABOVE THE BOXES
| 1. Election of Directors | 1. Election of Directors | FOR | FOR | FOR | FOR | FOR | WITHHOLD | WITHHOLD | WITHHOLD | WITHHOLD | WITHHOLD |
|---|---|---|---|---|---|---|---|---|---|---|---|
| a)G. Scott Moore | |||||||||||
| b)David Danziger | |||||||||||
| c)Daniel Callow | |||||||||||
| d)Eva Bellissimo | |||||||||||
| e)Bruce Humphrey | |||||||||||
| f)Peter Vukanovich | |||||||||||
| g)Paul J. Perrow | |||||||||||
| 2. Appointment of Auditor | FOR | WITHHOLD | |||||||||
| Appointment ofMcGovern Hurley LLPas Auditor of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration. | |||||||||||
| 3. Approval of Stock Option Plan | FOR | AGAINST | |||||||||
| To consider and, if deemed advisable, to pass an ordinary resolution to adjust the number of Common Shares reserved under the Corporation’s stockoption plan from a rolling limit of 10% of the issued and outstanding Common Shares, to a fixed limit of 16,912,141 Common Shares. | |||||||||||
| 4. Approval of DSU Plan | FOR | AGAINST | |||||||||
| To consider and, if deemed advisable, to pass an ordinary resolution to amend the Corporation’s deferred share unit incentive plan to provide for theissuance of common shares from treasury, and to fix a limit of 16,912,141 Common Shares issuable thereto. | |||||||||||
To consider and, if deemed advisable, to pass an ordinary resolution to amend the Corporation’s deferred share unit incentive plan to provide for the issuance of common shares from treasury, and to fix a limit of 16,912,141 Common Shares issuable thereto.
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)
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Proxy Voting – Guidelines and Conditions
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THIS PROXY IS SOLICITED BY MANAGEMENT OF THE CORPORATION.
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THIS PROXY SHOULD BE READ IN CONJUNCTION WITH THE MEETING MATERIALS PRIOR TO VOTING.
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If you appoint the Management Nominees to vote your securities, they will vote in accordance with your instructions or, if no instructions are given, in accordance with the Management 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.
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This proxy confers discretionary authority on the person named to vote in his or her 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.
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Each security holder has the right to appoint a person other than the Management Nominees specified herein to represent them at the Meeting or any adjournment or postponement thereof. Such right may be exercised by inserting in the space labeled “ Please print appointee name ”, the name of the person to be appointed, who need not be a security holder of the Corporation.
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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 security holders of the Corporation.
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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 Proxies , 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 Chairman of the Meeting in his discretion, and the Chairman is under no obligation to accept or reject any particular late proxy.
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If the security holder is a corporation, the proxy must be executed by an officer or attorney thereof duly authorized, and the security holder may be required to provide documentation evidencing the signatory’s power to sign the proxy.
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Guidelines for proper execution of the proxy are available at www.stac.ca. Please refer to the Proxy Protocol.
Investor inSite
TSX Trust Company offers at no cost to security 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 security holder forms and Frequently Asked Questions.
To register, please visit www.tsxtrust.com/investorinsite
Click on, “ Register ” and complete the registration form. Call us toll free at 1-866-600-5869 with any questions.
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