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FOBI AI Inc. AGM Information 2021

Nov 8, 2021

47806_rns_2021-11-08_2cbf677c-ddb1-4e8c-8f5f-988da794648f.pdf

AGM Information

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FOBI AI Inc. Unit 200 - 541 Howe Street, Vancouver, British Columbia V6C 2C2 Telephone: 1 (877) 754-5336

NOTICE OF ANNUAL GENERAL MEETING

TO THE SHAREHOLDERS:

NOTICE IS HEREBY GIVEN that the annual general meeting (the “ Meeting ”) of shareholders (“ Shareholders ”) of FOBI AI Inc. (the “ Company ”) will be held at Unit 200 - 541 Howe Street, Vancouver, British Columbia V6C 2C2, on Friday, December 17, 2021 at 9:30 a.m. (Vancouver time) for the following purposes:

  1. to receive the audited financial statements of the Company for the fiscal years ended June 30, 2020 and June 30, 2021 and the accompanying report of the auditors thereon;

  2. to fix the number of directors of the Company at four (4);

  3. to elect Rob Anson, Peter Green, Debra Williams and Jeffrey Hyman as directors of the Company;

  4. to appoint Manning Elliott LLP, as the auditors of the Company for the ensuing year at a remuneration to be fixed by the board of directors of the Company (the “ Board ”);

  5. to consider and, if thought fitting, to approve an ordinary resolution to approve the adoption of the Company’s 20% fixed Stock Option Plan;

  6. to consider and, if thought fitting, to ratify, confirm and approve the adoption of the Company’s Long-Term Incentive Plan; and

  7. to transact such further or other business as may properly come before the Meeting and any adjournment or postponement thereof.

The Information Circular provides additional information relating to the matters to be dealt with at the Meeting and is supplemental to, and expressly made a part of, this Notice of Meeting.

The Company’s Board has fixed November 3, 2021 as the record date for the determination of Shareholders entitled to notice of, and to vote at, the Meeting and at any adjournment or postponement thereof. Each registered Shareholder at the close of business on that date is entitled to such notice and to vote at the Meeting in the circumstances set out in the Information Circular.

If you are a registered Shareholder of the Company, please vote by proxy by completing the instructions provided in the enclosed form of proxy at least 48 hours (excluding Saturdays, Sundays and holidays recognized in the Province of British Columbia) before the time and date of the Meeting or any adjournment or postponement thereof.

If you are a non-registered Shareholder of the Company and received this Notice of Meeting and accompanying materials through a broker, a financial institution, a participant, a trustee or administrator of a retirement savings plan, retirement income fund, education savings plan or other similar savings or investment plan registered under the Income Tax Act (Canada), or a nominee of any of the foregoing that holds your securities on your behalf (in any case, an “ Intermediary ”), please complete and return the materials in accordance with the instructions provided to you by your Intermediary.

The Company is using the notice-and-access provisions (“ Notice and Access ”) under the Canadian Securities Administrators’ National Instrument 54-101 for the delivery of its Information Circular to its shareholders for the Meeting. Under Notice and Access, instead of receiving paper copies of the Information Circular, shareholders will be receiving a Notice and Access notification with information on how they may obtain a copy of the Information Circular electronically or request a paper copy. Registered shareholders will still receive a Proxy form enabling them to vote at the Meeting. The use of the alternative Notice and Access procedures in connection with the Meeting helps reduce paper use, as well as the Company’s printing and mailing costs. The Company will arrange to mail paper copies of the Information Circular to those registered shareholders who have existing instructions on their account to receive paper copies of the Company’s meeting materials.

The Information Circular and other Meeting materials will be available on the Company’s website at https://www.fobi.ai/agm

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as of November 8, 2021 and will remain on the website for one full year thereafter. Meeting materials are also available upon request, without charge, by email at [email protected] or by calling toll free at +1-877-754-5336, or can be accessed online on SEDAR at www.sedar.com, as of November 8, 2021.

DATED at Vancouver, British Columbia, this 3[rd] day of November, 2021.

By Order of the Board of Directors of

FOBI AI Inc.

“Rob Anson”

Rob Anson President, CEO, and Director

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