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Euro Sun Mining Inc. — Proxy Solicitation & Information Statement 2025
May 13, 2025
45284_rns_2025-05-12_c50747c0-8e5c-4212-92c8-7dc9fa1f5c45.pdf
Proxy Solicitation & Information Statement
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(i)
EURO SUN MINING INC.
198 Davenport Road, Toronto, Ontario M5R 1J2
NOTICE OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
NOTICE IS HEREBY GIVEN THAT the annual general meeting (the "Meeting") of shareholders of Euro Sun Mining Inc. (the "Corporation") will be held on June 18, 2025 at 11:00 a.m. (Toronto time) at 198 Davenport Road, Toronto, Ontario M5R 1J2 for the following purposes:
- to receive the audited consolidated financial statements of the Corporation for the financial year ended December 31, 2024, together with the auditors' report thereon;
- to elect the directors of the Corporation;
- to re-appoint McGovern Hurley LLP, Chartered Professional Accountants, as auditor of the Corporation until the close of the next annual general meeting of shareholders; and
- to transact such other business as may properly be brought before the Meeting or any adjournment or adjournments thereof.
Shareholders and/or their appointees may participate in the Meeting by way of conference call however votes cannot be cast on the conference call. Please register at https://us02web.zoom.us/meeting/register/86oSvF5VQdegX5yT0jdmRw to receive conference call details.
Notice-and-Access
Notice is also hereby given that the Corporation has decided to use the notice-and-access method of delivery ("Notice-and-Access") of Meeting Materials (as defined below) for the Meeting. Notice-and-Access allows the Corporation to deliver the Meeting Materials over the internet in accordance with the Notice-and-Access rules adopted by the Ontario Securities Commission under National Instrument 54-101 Communication with Beneficial Owners of Securities of a Reporting Issuer. Under the Notice-and-Access system, shareholders still receive a proxy or voting instruction form (as applicable) enabling them to vote at the Meeting. However, instead of a paper copy of the Management Information Circular, the annual financial statements and related management's discussion and analysis and other information (the "Meeting Materials"), shareholders receive this notification with information on how they may access such materials electronically. The use of this alternative means of delivery is more environmentally friendly, as it will help reduce paper use and will also reduce the cost of printing and mailing materials to shareholders. Shareholders are reminded to view the Meeting Materials prior to voting.
WEBSITES WHERE MEETING MATERIALS ARE POSTED
Materials can be viewed online under the Corporation's profile at www.sedarplus.ca, at https://docs.tsxtrust.com/2185, or on the Corporation's website at https://www.eurosunmining.com/investors/#company-documents. The Corporation will not use procedures known as "stratification" in relation to the use of Notice-and-Access provisions. Stratification occurs when a reporting issuer using Notice-and-Access provides a paper copy of the Management Information Circular to some shareholders with this notice package.
(ii)
HOW TO OBTAIN PAPER COPIES OF THE MEETING MATERIALS
Registered holders or beneficial owners may request paper copies of the Meeting Materials be sent to them by postal delivery at no cost to them. Requests may be made up to one year from the date the Meeting Materials are posted on the Corporation's website. In order to receive a paper copy of the Meeting Materials or if you have questions concerning Notice-and-Access, please call toll free at 1-866-600-5869 or email at [email protected]. Requests should be received by June 9, 2025 in order to receive the Meeting Materials in advance of the meeting date in time to vote before the Meeting.
You may vote your shares by proxy if you are unable to attend the Meeting. Please review the enclosed Management Information Circular and date, sign, and return the enclosed form of proxy to the Corporation's transfer agent by 11:00 a.m. EST on June 16, 2025.
The directors of the Corporation have fixed the close of business on May 9, 2025 as the record date, being the date for the determination of the registered holders entitled to notice and to vote at the Meeting and any adjournment(s) thereof.
DATED at Toronto, Ontario, this 8th day of May, 2025.
BY ORDER OF THE BOARD OF DIRECTORS
"Grant Sboros" (signed)
Grant Sboros
Chief Executive Officer and Director
Notes:
- A Management Information Circular, Form of Proxy and Financial Statement Request Form accompany this Notice of Meeting.
- In accordance with the requirements of the Canada Business Corporations Act, the directors have fixed a record date of May 9, 2025. Accordingly, shareholders registered on the books of the Corporation as of May 9, 2025 are entitled to notice of the Meeting and to vote at the Meeting.
- If you are a beneficial shareholder and receive these materials through your broker, intermediary, trustee or other nominee, please complete and return the materials in accordance with the instructions provided to you by your broker, intermediary, trustee or other nominee.