Kontrol Technologies Corp. — Proxy Solicitation & Information Statement 2024

Dec 19, 2024

KONTROL TECHNOLOGIES CORP.
11 Cidermill Ave., Suite 201
Vaughan, Ontario L4K 4B6

NOTICE OF VIRTUAL ANNUAL GENERAL AND SPECIAL MEETING

NOTICE is hereby given that the Annual General Meeting and Special Meeting of the Shareholders of Kontrol Technologies Corp. (the “Company”), is to be held on Friday, January 10, 2025, at 11:00am (Standard Eastern Time). This year, the Company is conducting an online only shareholders’ meeting.

Registered Shareholders (as defined in the accompanying information circular (the “Information Circular”) under the heading “Voting at the Meeting” and duly appointed proxyholders can attend the Meeting online at http://meetnow.global/M62Q6VN where they can participate, vote, or submit questions during the Meeting's live webcast. The meeting can also be accessed through dial-in numbers as follows: USA - New York (646) 307-1963. USA & Canada Toll-Free (800) 715-9871. Conference ID 2026961.

The Meeting is behind held for the following purposes:

1. To appoint MNP LLP, as auditors for the ensuing year and to authorize the Directors to fix the remuneration to be paid to the Auditors.
2. To elect five (5) Directors for the ensuing year.
3. Vote FOR or AGAINST the resolution, the full text of which is set forth in the management information circular of the Company dated November 13, 2024 (the “Circular”), ratifying and confirming the Company’s “rolling” share compensation plan.
4. Vote FOR or AGAINST the resolution, the full text of which is set forth in the Circular, ratifying and confirming the Company’s “rolling” stock option plan.
5. To transact such other business as may properly be transacted at such meeting or at any adjournment thereof.

DATED at Toronto, Ontario, this 26th day of November 2024.

By Order of the Board of Directors

KONTROL TECHNOLOGIES CORP.

"Paul Ghezzi"

Paul Ghezzi
CEO & Director