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KEEK SOCIAL INC. — Proxy Solicitation & Information Statement 2020
Jun 5, 2020
46042_rns_2020-06-05_1dfe8499-f824-4d7a-8dbf-d2d7dd8f7d58.pdf
Proxy Solicitation & Information Statement
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PEEKS SOCIAL LTD. NOTICE OF SPECIAL MEETING OF THE SHAREHOLDERS
TAKE NOTICE THAT a special meeting (the " Meeting ") of the shareholders of PEEKS SOCIAL LTD. (the " Corporation ") shall be held on June 29, 2020 at 12:00p.m. (Toronto time) at the office of TingleMerrett LLP, 1250, 639 – 5 Avenue SW, Calgary, Alberta T2P 0M9 for the following purposes:
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to consider and, if thoughts advisable, to pass a special resolution to change the name of the Corporation to “Mii.tv Corp”., or to such other name as the directors may determine, as more particularly described in the accompanying Circular;
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Inform shareholders that the Corporation intends to change its financial year end from the current fiscal year end of February 28 to a calendar year end December 31 to normalize its financial reporting; and
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to transact such other business as may properly come before the Meeting.
A special resolution requires a favorable vote of 66 2/3 of the common shares voted in respect of such resolution. Information relating to matters to be acted upon by the shareholders at the Meeting is set forth in the accompanying Circular.
On March 17, 2020, by an Order of the Lieutenant Governor in Council 080/2020, the Government of the Province of Alberta declared a state of public health emergency in Alberta for 90 days due to the pandemic COVID-19. On April 9, 2020, pursuant to Ministerial Order No. SA:009/2020 (the “Ministerial Order”) and Section 52.1(2) of the Public Health Act (Alberta), the Minister of Service Alberta ordered that the obligation under the Business Corporations Act (Alberta) to convene an in-person meeting of shareholders was suspended . In light of the ongoing public health concerns related to COVID-19 and in order to comply with the measures imposed by the federal and provincial governments, as well as in view of the relief provided by the Ministerial Order, the Corporation is not expecting to be holding an in person meeting.
Registered shareholders or duly appointed proxyholders who have validly deposited a proxy may participate in the Meeting via live video conferencing or telephone at the time appointed for the meeting Registered shareholders or duly appointed proxyholders who have validly deposited a proxy should have the form of proxy in hand when they dial in and will be prompted identify himself or herself and to state the twelve digit control number, which is located on the form of proxy. See “ Participation by Video Conferencing or Telephone ” on page 2 of the accompanying Circular below.
Shareholders who are unable to attend the Meeting via live video conference or telephone and wish to be represented by proxy are requested to date, sign and return the accompanying instrument of proxy ("Instrument of Proxy"), or other appropriate form of proxy, in accordance with the instructions set forth in the accompanying Circular and instrument of proxy. An instrument of proxy shall not be valid unless it is deposited at the offices of TMX Equity Transfer Services (Attention: Proxy Department), 200 University Avenue, Suite 300, Toronto, Ontario, M5H 471, not less than 48 hours (excluding Saturdays, Sundays and statutory holidays) before the time of the Meeting, or any adjournment thereof. An instrument of proxy may also be deposited by facsimile at (416) 595-9593. Alternatively, a registered shareholder can complete internet voting by logging on at www.voteproxyonline.com and entering the 12 digit control number located on the address box of the shareholder's instrument of proxy. A person appointed as proxy holder need not be a shareholder of the Corporation.
In the event of a strike, lockout or other work stoppage involving postal employees, all documents required to be delivered by a shareholder should be delivered by facsimile to TMX Equity Transfer Services at (416) 595-9593.
SHAREHOLDERS ARE CAUTIONED THAT THE USE OF THE MAIL TO TRANSMIT PROXIES IS AT EACH SHAREHOLDER'S RISK.
DATED at Toronto, Ontario as of the 15th day of May, 2020. BY ORDER OF THE BOARD OF DIRECTORS
(signed) " Mark Itwaru " Mark Itwaru, Chairman