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Fancamp Exploration — AGM Information 2022
Oct 5, 2022
43453_rns_2022-10-05_097b68d3-2996-4280-ad08-3d0eb4282150.pdf
AGM Information
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FANCAMP EXPLORATION LTD. 7290 Gray Avenue, Burnaby, British Columbia, V5J 3Z2 Telephone: (604) 434-8829 www.fancamp.ca
NOTICE OF MEETING AND MANAGEMENT INFORMATION CIRCULAR FOR THE ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON OCTOBER 31, 2022
NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS
Notice is hereby given that the annual general meeting of shareholders for 2021 and 2022 (“ Meeting ”) of Fancamp Exploration Ltd. (“ Fancamp ” or the “ Corporation ”) will be held at 1 Place Ville Marie, 40th Floor, Montreal, Quebec on Monday, October 31, 2022, at 11 a.m. (Eastern Daylight Time) for the following purposes:
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to receive the audited financial statements of the Corporation for the financial years ended April 30, 2021 and 2022 and the auditor’s report thereon;
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to appoint MNP LLP as auditor of the Corporation until the Corporation’s next annual general meeting and to authorize the directors to fix the auditor’s remuneration;
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to determine the number of directors and to elect the directors to serve until the Corporation’s next annual general meeting;
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to consider and, if thought fit, to pass an ordinary resolution providing the required annual reapproval of the Corporation’s incentive stock option plan; and
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to transact such other business as may properly come before the Meeting or any adjournment thereof.
The Corporation has been carefully monitoring developments with respect to the global health crisis caused by the COVID-19 pandemic and believes it is appropriate to hold the Meeting in person to allow registered shareholders and duly appointed proxyholders to attend in person (within the COVID-19 permitted guidelines, as further detailed below). Guests will not be permitted to attend the Meeting in person.
Non-registered shareholders must carefully follow the procedures set out in the management information circular (the “ Information Circular ”) that accompanies this notice if they wish to appoint themselves as a proxyholder to vote at the Meeting and ask questions. Non-registered shareholders who do not follow the procedures set out in the Information Circular will not be able to attend the Meeting in person and ask questions.
The Corporation reserves the right to restrict in-person attendance depending on available health and safety information at the time of the Meeting and to make such arrangements as are deemed prudent or necessary under the circumstances of the COVID-19 health crisis at the time and public health requirements related thereto. The ability of shareholders to attend in person is subject to any governmental order applicable at the time of the Meeting, such as restrictions on gatherings and social distancing rules, which might prevent or restrict shareholders from attending in person.
It should be noted that the vast majority of our shareholders vote in advance of the Meeting by proxy and are encouraged to continue to do so via the various channels outlined in the Information Circular. However, those shareholders who wish to participate in the Meeting in person or to appoint a proxy to participate, are encouraged to carefully read the instructions in the Information Circular and in particular the procedure for appointing themselves or a proxy as a proxyholder.
The record date for the Meeting is September 26, 2022. The record date is the date for the determination of the registered holders of common shares entitled to receive notice of, and to vote at, the Meeting and any adjournment or postponement thereof.
This notice is accompanied by the Information Circular and either a proxy form or a voting instruction form. Copies of the Corporation’s annual and interim financial statements and MD&A are also available under the Corporation’s profile on SEDAR at www.sedar.com and on the Corporation’s website at www.fancamp.ca.
We value your opinion and participation in the Meeting as a shareholder of the Corporation. For your information, the Meeting is not expected to include a formal presentation by management, but there will be an opportunity for shareholders to ask questions. Please review the accompanying Information Circular before voting as it contains important information about the Meeting. It is important that you exercise your vote, in person at the Meeting, or by proxy. Any proxies to be used or acted on at the Meeting must be deposited with the Corporation’s registrar and transfer agent, Computershare Investor Services Inc., by 11 a.m. (Eastern Daylight Time) on October 27, 2022, or by no later than 48 hours (excluding Saturdays, Sundays and holidays) before the time of any adjourned or postponed Meeting. Non-registered (or beneficial) holders must provide their voting instructions to their intermediaries sufficiently in advance of this deadline to allow the intermediary sufficient time to forward this information to Computershare Investor Services Inc. before 11 a.m. (Eastern Daylight Time) on October 27, 2022.
DATED at Burnaby, British Columbia this 30th day of September, 2022.
By Order of the Board of Directors
Mark Billings
Chairman of the Board