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GLOBAL UAV TECHNOLOGIES — Proxy Solicitation & Information Statement 2025
Dec 24, 2025
44073_rns_2025-12-24_4ba8dd38-e46d-4176-bcdb-5bf8e6618575.pdf
Proxy Solicitation & Information Statement
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ENDEAVOR TRUST CORPORATION
Suite 702 - 777 Hornby Street
Vancouver, BC, V6Z 1S4 Canada
Global UAV Technologies Ltd.
Security Class: Common Shares
FORM OF PROXY
Annual General & Special Meeting of the Common Shareholders to be held on Wednesday, January 14, 2026 (the "Meeting")
This Form of Proxy is solicited by and on behalf of the management of Global UAV Technologies Ltd. (the "Company")
Notes to proxy
Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the Meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided.
If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. If you are voting on behalf of a corporation or another individual you must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.
This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
If this proxy is not dated, it will be deemed to bear the date on which it is mailed by the management to the holder.
If you appoint the Management Nominees, as defined herein, 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 overleaf. 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.
This proxy confers discretionary authority in respect of amendments or variations to matters identified in the notice of meeting or other matters that may properly come before the Meeting or any adjournment or postponement thereof.
This proxy should be read in conjunction with the accompanying documentation provided by Management.
Proxies submitted must be received by 10:00 A.M., Pacific Time, on Monday, January 12, 2026 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.
| VOTING METHODS | |
|---|---|
| MAIL or HAND DELIVERY | Endeavor Trust Corporation |
| 702 – 777 Hornby Street | |
| Vancouver, BC V6Z 1S4 | |
| FACSIMILE – 24 Hours a Day | 604-559-8908 |
| [email protected] | |
| ONLINE | As listed on Form of Proxy or Voting Instruction Form |
If you vote by FAX, EMAIL or On-Line, DO NOT mail back this proxy.
Voting by mail, fax or by email are the only methods by which a holder may appoint a person as proxyholder other than the Management Nominees named on the reverse of this proxy.
Login information for online voting
www.eproxy.ca
Control Number:
Password:
Appointment of Proxyholder
I/We, being holder(s) of certain common shares in the capital of Global UAV Technologies Ltd. hereby appoint: STEPHEN SULIS, CFO, or, failing this person, RON SCHMITZ, DIRECTOR (the “Management Nominees”).
OR
Print the name of the person you are appointing if this person is someone other than the Management Nominee listed herein.
as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the shareholder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the annual general and special meeting of shareholders of Global UAV Technologies Ltd. to be held at Cozen O'Connor LLP, Bentall 5, 550 Burrard St, Suite 2501, Vancouver, V6C 2B5 on Wednesday, January 14, 2026 at 10:00 A.M., Pacific Time, and at any adjournment or postponement thereof.
MANAGEMENT VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.
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Number of Directors
The number of Directors shall be set to 3 (three);
| Fm | Against |
| --- | --- |
| ☐ | ☐ | -
Election of Directors
i) JAMES ROGERS
ii) JEFFREY STEVENS
iii) RON SCHMITZ
| Fm | Withhold |
| --- | --- |
| ☐ | ☐ |
| ☐ | ☐ |
| ☐ | ☐ | -
Ratify Appointment of Auditor
To ratify the appointment of Davidson & Company LLP, Chartered Professional Accountants, as the auditors of the Company for the fiscal years ended October 31, 2021, October 31, 2022, October 31, 2023 and October 31, 2024 and to ratify the remuneration that was paid to the auditors for the fiscal years ended October 31, 2021, October 31, 2022, October 31, 2023 and October 31, 2024;
| Fm | Withhold |
| --- | --- |
| ☐ | ☐ | -
Appointment of Auditor
To appoint Davidson & Company LLP, Chartered Professional Accountants, as the auditors of the Company for the fiscal year ending October 31, 2025 and to authorize the directors of the Company to fix the remuneration to be paid to the auditors for the fiscal year ending October 31, 2025;
| Fm | Withhold |
| --- | --- |
| ☐ | ☐ | -
Ratification of Failure to Comply with Business Corporations Act
To consider and, if thought fit, to pass a resolution authorizing the Company to make application to the Supreme Court of British Columbia pursuant to Section 229 of the Business Corporations Act (British Columbia), in order to rectify the Company's failure to hold an annual general meeting during the 2020, 2021, 2022, 2023 and 2024 calendar years;
| Fm | Against |
| --- | --- |
| ☐ | ☐ | -
Approval of Equity Incentive Plan
To consider and, if thought fit, to pass an ordinary resolution (not including votes attaching to securities beneficially owned by related persons (as such term is defined in National Instrument 45-106 Prospectus Exemptions) to whom securities may be issued as compensation or under the Company's Equity Incentive Plan (the "Equity Incentive Plan"), to ratify, confirm and approve the adoption of the Equity Incentive Plan, as described in the information circular.
| Fm | Against |
| --- | --- |
| ☐ | ☐ |
Authorized Signature(s) – This section must be completed for your instructions to be executed.
I/We authorize you to act in accordance with my/our instructions set out above.
I/We hereby revoke any proxy previously given with respect to the Meeting.
If no voting instructions are indicated above, this proxy will be voted as recommended by management.
Signature(s)
Print Name(s) & Signing Capacity(ies), if applicable
Date (MM-DD-YY)
THIS PROXY MUST BE DATED
Financial Statements Request
In accordance with securities regulations, shareholders may elect annually to receive financial statements, or a notice advising how to access financial statements, if they so request. If you wish to receive such mailings, please mark your selection.
Interim Financial Reports – Mark the box to the right if you would like to RECEIVE interim financial statements and accompanying management’s discussion & analysis by mail.
☐
Annual Financial Report – Mark the box to the right if you would like to RECEIVE annual financial statements and accompanying management’s discussion and analysis by mail.
☐
To request the receipt of future documents via email, you may contact Endeavor Trust Corporation at [email protected].