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Freehold Royalties Ltd. Proxy Solicitation & Information Statement 2026

Apr 10, 2026

46713_rns_2026-04-10_0299a2e1-33a9-47df-9639-e097d025dfec.pdf

Proxy Solicitation & Information Statement

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Notice of Annual Meeting of Shareholders

To the Shareholders:

We invite you to and provide notice of the 2026 annual meeting (the "Meeting") of the holders (the "Shareholders") of common shares ("Common Shares") of Freehold Royalties Ltd. ("Freehold").

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When

May 13, 2026

3:00 p.m. (Mountain Daylight Time)

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Where

Eighth Avenue Place Conference Centre

Suite 400, 525 – 8th Avenue SW

Calgary, Alberta

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Materials

Full details of all matters proposed to be put before the Meeting are set forth in the accompanying Management Information Circular dated March 25, 2026 (the "Information Circular").

Items of Business

  • To receive and consider the consolidated financial statements for the fiscal year ended December 31, 2025, together with the auditors' report thereon.
  • To vote on the following items:

  • The election of the directors of Freehold for the ensuing year;

  • The appointment of KPMG LLP as the auditors of Freehold for the ensuing year; and
  • On an advisory, non-binding basis, the acceptance of Freehold's approach to executive compensation.

  • To transact all such other business that may properly be brought before the Meeting or any adjournment thereof.

The record date for the Meeting has been fixed at the close of business on March 25, 2026 (the "Record Date"). Shareholders of record as at the Record Date are entitled to receive notice of the Meeting and to vote their Common Shares at the Meeting, unless any such Shareholder transfers Common Shares after the Record Date and the transferee of those Common Shares, having produced properly endorsed certificates evidencing such Common Shares or having otherwise established that they own such Common Shares, demands not later than 10 days before the Meeting, that the transferee's name be included in the list of Shareholders entitled to vote at the Meeting, in which case such transferee shall be entitled to vote such Common Shares at the Meeting.

Freehold intends to hold the Meeting in person. We will also provide a live audio webcast of the Meeting. As always, we encourage Shareholders to vote their Common Shares prior to the Meeting by following the instructions under the heading "About the Shareholder Meeting" in the accompanying Information Circular.

By order of the Board of Directors of

Freehold Royalties Ltd.,

(signed) "David M. Spyker"

David M. Spyker

President and Chief Executive Officer

Dated at Calgary, Alberta this 25th day of March, 2026

2026 | MANAGEMENT INFORMATION CIRCULAR | FREEHOLD ROYALTIES LTD.