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Liberty Gold Corp. Proxy Solicitation & Information Statement 2025

May 2, 2025

46788_rns_2025-05-01_83e50595-ab7f-48a4-ae44-22ff936976a7.pdf

Proxy Solicitation & Information Statement

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NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS

NOTICE is hereby given that the Annual General Meeting (the "Meeting") of the shareholders ("Shareholders") of Liberty Gold Corp. (the "Corporation" or "Liberty Gold") will be held in the Pacific/Atlantic boardroom at the offices of Blake, Cassels & Graydon LLP, 3500 - 1133 Melville Street, Vancouver, BC V6E 4E5, on Thursday, June 12, 2025, at 2:00 p.m. (Vancouver time) in order to:

  1. receive the consolidated financial statements of the Corporation for the year ended December 31, 2024, and the auditor's report thereon;
  2. elect those directors who will serve until the next annual meeting of Shareholders;
  3. appoint PricewaterhouseCoopers LLP, Chartered Accountants ("PwC"), as the auditor of the Corporation that will serve until the next annual meeting of Shareholders and authorize the directors to fix their remuneration; and
  4. transact such other business as may properly be brought before the Meeting and any postponement or adjournment thereof.

The Board has fixed the close of business on April 22, 2025, as the record date (the "Record Date") for determining Shareholders entitled to receive notice of, and to vote at, the Meeting and any postponement or adjournment of the Meeting. Liberty Gold has prepared a list, as of the close of business on the Record Date, of the holders of Liberty Gold common shares ("Common Shares"). A holder of record of Common Shares whose name appears on such list is entitled to vote the Common Shares shown opposite such holder's name on such list at the Meeting.

DATED at Vancouver, British Columbia, this 25th day of April 2025.

By Order of the Board of Directors of Liberty Gold Corp.,

(Signed) "Joanna Bailey"

Joanna Bailey

Chief Financial Officer and Corporate Secretary

Shareholders are urged to complete and return the enclosed proxy or voting instruction form promptly. To be effective, Liberty Gold proxies must be received at the Vancouver office of Computershare Investor Services Inc. ("Computershare"), the Corporation's registrar and transfer agent, by 2:00 p.m. (Vancouver time) on June 10, 2025, or 48 hours (excluding Sundays, Saturdays and holidays) prior to any adjourned or postponed Meeting. Shareholders whose Common Shares are held by a nominee may receive either a voting instruction form or form of proxy and should follow the instructions provided by the nominee.

Proxies will be counted and tabulated by Computershare in such a manner as to protect the confidentiality of how a particular Shareholder votes except where they contain comments clearly intended for management, in the case of a proxy contest, or where it is necessary to determine the proxy's validity or to permit management and the Board to discharge their legal obligations to the Corporation or its Shareholders.


Libertygold

Have questions about this notice? Call the Toll Free Number below or scan the QR code to find out more.

Toll Free 1-866-964-0492

www.computershare.com/noticeandaccess

Notice of Availability of Proxy Materials for LIBERTY GOLD CORP. Annual General Meeting

Meeting Date and Location:

| When: | June 12, 2025
2:00 pm (Pacific Time) | Where: | At the offices of Blake, Cassels & Graydon LLP
3500 - 1133 Melville Street, Vancouver
British Columbia V6E 4E5 |
| --- | --- | --- | --- |

You are receiving this notice to advise that the proxy materials for the above noted securityholders' meeting are available on the Internet. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We remind you to access and review all of the important information contained in the information circular and other proxy materials before voting.

The information circular and other relevant materials are available at:

https://www.libertygold.ca/investors/AGM

OR

www.sedarplus.ca

How to Obtain Paper Copies of the Proxy Materials

Securityholders may request to receive paper copies of the current meeting materials by mail at no cost. Requests for paper copies may be made using your Control Number as it appears on your enclosed Voting Instruction Form or Proxy. To ensure you receive the materials in advance of the voting deadline and meeting date, all requests must be received no later than June 2, 2025. If you do request the current materials, please note that another Voting Instruction Form/Proxy will not be sent; please retain your current one for voting purposes.

For Holders with a 15 digit Control Number:

Request materials by calling Toll Free, within North America - 1-866-962-0498 or direct, from Outside of North America - (514) 982-8716 and entering your control number as indicated on your Voting Instruction Form or Proxy.

To obtain paper copies of the materials after the meeting date, please contact North America toll-free 1-877-632-4677 Outside of North America +1-604-632-4677.

For Holders with a 16 digit Control Number:

Request materials before or after the meeting by calling North America toll-free 1-877-632-4677 Outside of North America +1-604-632-4677.

Dual


Securityholder Meeting Notice

The resolutions to be voted on at the meeting are listed below along with the Sections within the Information Circular where disclosure regarding the matter can be found.

  1. Election of Directors - Business of the Meeting - Election of Directors
  2. Appointment of Auditors - Business of the Meeting - Appointment of Auditor

Voting

PLEASE NOTE - YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your securities you must vote using the methods reflected on your enclosed Voting Instruction Form or Proxy.

PLEASE VIEW THE INFORMATION CIRCULAR PRIOR TO VOTING


Annual Financial statement delivery
- Only Registered and Beneficial holders who opted to receive one