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GLOBAL UAV TECHNOLOGIES Proxy Solicitation & Information Statement 2025

Dec 24, 2025

44073_rns_2025-12-24_a08781a9-1a0b-42d7-bfd7-595ec9de2499.pdf

Proxy Solicitation & Information Statement

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GLOBAL UAV TECHNOLOGIES LTD.
488 – 1090 West Georgia Street
Vancouver, BC V6E 3V7
Telephone: 1 (888) 905-7011

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING

TO THE SHAREHOLDERS:

NOTICE IS HEREBY GIVEN that the annual general and special meeting (the “Meeting”) of shareholders of Global UAV Technologies Ltd. (the “Company”) will be held at the office of Cozen O’Connor LLP, Bentall 5, 550 Burrard Street, Suite 2501, Vancouver, BC V6C 2B5, on Wednesday, January 14, 2026, at the hour of 10:00 a.m. (Vancouver time) for the following purposes;

(1) to receive the audited financial statements of the Company for the fiscal year October 31, 2019, October 31, 2020, October 31, 2021, October 31, 2022, October 31, 2023 and October 31, 2024, and the accompanying report of the auditors;

(2) to set the number of directors of the Company at three (3);

(3) to elect James Rogers, Jeffrey Stevens and Ron Schmitz as directors of the Company;

(4) 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;

(5) 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;

(6) 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;

(7) 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 (the “Information Circular”) accompanying this Notice of Meeting; and

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

The accompanying 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 board of directors of the Company has fixed December 8, 2025 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 accompanying Information Circular.


If you are a registered shareholder of the Company and unable to attend the Meeting in person, please vote by proxy by following the instructions provided in the 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, or 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 (each, an "Intermediary"), please complete and return the materials in accordance with the instructions provided to you by your Intermediary.

DATED at Vancouver, British Columbia, this 15th day of December, 2025.

By Order of the Board of Directors of

GLOBAL UAV TECHNOLOGIES LTD.

"James Rogers"

James Rogers

Chief Executive Officer and Director

PLEASE VOTE. YOUR VOTE IS IMPORTANT. WHETHER OR NOT YOU EXPECT TO ATTEND THE MEETING, PLEASE COMPLETE, SIGN AND DATE THE ENCLOSED FORM OF PROXY AND PROMPTLY RETURN IT IN THE ENVELOPE PROVIDED.