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Jasper Commerce Inc. — AGM Information 2022
Dec 30, 2022
48130_rns_2022-12-30_a5c18527-7435-4615-9308-c849c1a76cdb.pdf
AGM Information
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JASPER COMMERCE INC.
instructions to sign up for delivery by email.
Form of Proxy – Annual Meeting to be held on January 26, 2023 United Kingdom Building

| Appointment of ProxyholderI/We being the undersigned holder(s) of Jasper Commerce Inc.hereby appoint GerryHurlow or failing this person, Sean Coutts | OR | Print the name of the person you are appointing if this personis someone other than the Management Nominees listed herein: | ||
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| as my/our proxyholder with full power of substitution and toattend, act, and tohave been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual Meeting of Jasper Commerce Inc.or at any adjournment thereof.Cinema Room, 600 King Street West, Toronto, ON M5V 1M3 | vote for and on behalf of the holder in accordance with the following direction (or if no directions | to be held at CLIO Toronto, | ||
| 1.Number of Directors. To setthe number of directors to be elected at the Meeting to at Five | (5). | For | Against | |
| ForWithhold2. Election of Directors.a.b.Silas GarrisonGerry Hurlow | ForWithhold | c.Jeffrey Klam | For | Withhold |
| e.Maged Saadd.Jon MarsellaAppointment of Auditors. Appointment of MNPLLP, Chartered Accountants, as Auditors of the Company for the ensuing year.3. | For | Withhold | ||
| Authorized Signature(s) –This section must be completed for yourinstructions to be executed. | Signature(s): | Date | ||
| I/we authorize you to act in accordance with my/our instructions set out above. I/We herebyrevoke any proxy previously given with respect to the Meeting. If no voting instructions areindicated above, this Proxy will be voted as recommended by Management. | /MM / DD / YY | / | ||
| Interim Financial Statements –Check the box to the right if youwould like to receive interim financial statements and accompanyingManagement's Discussion & Analysis by mail. See reverse for | Annual Financial Statements | –Check the box to the rightif you would like to receive the Annual Financial Statements andaccompanying Management's Discussion and Analysis by mail. |
See reverse for instructions to sign up for delivery by email.
This form of proxy is solicited by and on behalf of Management.
Proxies must be received by 10:00 am, EST, on January 24, 2023.
Notes to Proxy
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- Each holder has the right to appoint a person, who need not be a holder, to attend and represent him or her at the Annual Meeting. If you wish to appoint a person other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided on the reverse.
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- If the securities are registered in the name of more than one holder (for example, joint ownership, trustees, executors, etc.) then all of the registered owners must sign this proxy in the space provided on the reverse. If you are voting on behalf of a corporation or another individual, you may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.
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- This proxy should be signed in the exact manner as the name appears on the proxy.
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- If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
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- The securities represented by this proxy will be voted as directed by the holder; however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management.
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- The securities represented by this proxy will be voted or withheld from voting, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
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- This proxy confers discretionary authority in respect of amendments to matters identified in the Notice of Meeting or other matters that may properly come before the meeting.
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- This proxy should be read in conjunction with the accompanying documentation provided by Management.
INSTEAD OF MAILING THIS PROXY, YOU MAY SUBMIT YOUR PROXY USING SECURE ONLINE VOTING AVAILABLE ANYTIME:

To Vote Your Proxy Online please visit: https://login.odysseytrust.com/pxlogin
You will require the CONTROL NUMBER printed with your address to the right.
If you vote by Internet, do not mail this proxy.
To request the receipt of future documents via email and/or to sign up for Securityholder Online services, you may contact Odyssey Trust Company at www.odysseycontact.com.
Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual. A return envelope has been enclosed for voting by mail.