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Kidoz Inc. Proxy Solicitation & Information Statement 2023

Apr 11, 2023

46391_rns_2023-04-10_cc966a4d-3099-43f1-aa03-4cbf2ca76a27.pdf

Proxy Solicitation & Information Statement

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8th Floor, 100 University Avenue Toronto, Ontario M5J 2Y1 www.computershare.com

Security Class

Holder Account Number

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Form of Proxy - Annual General and Special Meeting to be held on May 11, 2023

This Form of Proxy is solicited by and on behalf of Management.

Notes to proxy

  1. Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend (virtually) 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 Management Nominees whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).

  2. 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.

  3. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.

  4. If a date is not inserted in the space provided on the reverse of this proxy, it will be deemed to bear the date on which it was mailed to the holder by Management.

5. 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, and the proxy appoints the Management Nominees listed on the reverse, this proxy will be voted as recommended by Management.

  1. The securities represented by this proxy will be voted in favour, or withheld from voting, or voted against each of the matters described herein, as applicable, 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.

  2. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting and Management Information Circular or other matters that may properly come before the meeting or any adjournment or postponement thereof.

  3. This proxy should be read in conjunction with the accompanying documentation provided by Management.

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Proxies submitted must be received by 9:30 am, Calgary time, on May 9, 2023 or 48 hours (excluding Saturdays, Sundays and Statutory holidays in the Province of Alberta) prior to the time set for any adjournment or postponement of the meeting.

VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!

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To Vote Using the Telephone

  • Call the number listed BELOW from a touch tone telephone.

1-866-732-VOTE (8683) Toll Free

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To Vote Using the Internet

  • Go to the following web site:

www.investorvote.com

  • Smartphone? Scan the QR code to vote now.

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To Virtually Attend the Meeting

  • You can attend the meeting virtually by visiting the URL provided on the back of this proxy.

If you vote by telephone or the Internet, DO NOT mail back this proxy.

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. Voting by mail or by Internet 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. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy.

To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below.

CONTROL NUMBER

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Appointment of Proxyholder

I/We being holder(s) of Common Shares of Parex Resources Inc. (“Parex” or the “Company”) hereby appoint(s): Imad Mohsen, President and Chief Executive Officer of Parex, of the City of Calgary, in the Province of Alberta, or failing this person, Kenneth G. Pinsky, Chief Financial Officer and Corporate Secretary of Parex, of the City of Calgary, in the Province of Alberta (the “Management Nominees”)

Print the name of the person you are OR appointing if this person is someone other than the Management Nominees listed herein.

Note: If completing the appointment box above YOU MUST go to http://www.computershare.com/Parex and provide Computershare with the name and email address of the person you are appointing. Computershare will use this information ONLY to provide the appointee with a user name to gain entry to the online meeting.

as my/our proxyholder with full power of substitution and to vote in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and on all other matters that may properly come before the Annual General and Special Meeting (the “Meeting”) of shareholders of the Company to be held in person at Eighth Avenue Place East Tower, 4th Floor, 525 - 8th Avenue SW, Calgary, Alberta, or virtually at https://meetnow.global/M9TT6PK on May 11, 2023 at 9:30 am (Calgary time), and at any adjournment or postponement thereof.

VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.

For Against
1. Number of Directors
To fx the number of directors to be elected at the Meeting at nine (9). Fold
2. Election of Directors
For Withhold For Withhold For Withhold
01. Lynn Azar 02. Lisa Colnett 03. Sigmund Cornelius
04. Robert Engbloom 05. Wayne Foo 06. G.R. (Bob) MacDougall
07. Glenn McNamara 08. Imad Mohsen 09. Carmen Sylvain
For Withhold
3. Appointment of Auditors
To appoint PricewaterhouseCoopers LLP, Chartered Professional Accountants, as the auditors of Parex for the ensuing year and to authorize the directors of the
Company to fx their remuneration as such.
For Against
4. Approval of Unallocated Options
To consider and, if deemed advisable, to pass an ordinary resolution approving all unallocated options issuable under the stock option plan of the Company, as more
particularly described in the management information circular of the Company dated April 3, 2023 (the “Information Circular”).
For Against
5. Say on Pay
T id di bidi l i “S P” t th C’ h t ti ti till dibd i th Fold

To consider an advisory, non-binding resolution (a “Say on Pay” vote) on the Company’s approach to executive compensation as more particularly described in the Information Circular.

Signature of Proxyholder

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, and the proxy appoints the Management Nominees, this Proxy will be voted as recommended by Management.

Signature(s)

Date MM / DD / YY

Interim Financial Statements – Mark this box if you Annual Financial Statements – Mark this box if would like to receive Interim Financial Statements and you would NOT like to receive the Annual Financial accompanying Management’s Discussion and Analysis Statements and accompanying Management’s Discussion by mail. and Analysis by mail.

If you are not mailing back your proxy, you may register online to receive the above financial report(s) by mail at www.computershare.com/mailinglist.

P D S Q

A R 2

3 4 9 7 9 3

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