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Mayfair Acquisition Corporation Proxy Solicitation & Information Statement 2026

Apr 9, 2026

48262_rns_2026-04-09_8a4ddf13-275a-4160-92ce-85161f12f47f.pdf

Proxy Solicitation & Information Statement

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MAYFAIR ACQUISITION CORP.

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that the annual general and special meeting (the “Meeting”) of the shareholders of Mayfair Acquisition Corp. (the “Company”) will be held at Suite 2500, 700 W Georgia Street, Vancouver, BC V7Y 1B3 on Friday, May 1, 2026 at the hour of 10:00 a.m. (Vancouver time) for the following purposes:

(a) To receive and consider the audited financial statements of the Company for the years ended December 31, 2025, December 31, 2024 and December 31, 2023 and the reports of the auditor thereon.

(b) To set the number of directors at three (3).

(c) To elect the directors for the ensuing year.

(d) To reappoint Davidson & Company LLP, Chartered Professional Accountants, as auditor for the Company for the ensuing year at a remuneration to be fixed by the directors.

(e) To consider and, if deemed appropriate, to pass an ordinary resolution to re-approve the stock option plan of the Company.

(f) To transact such other business as may be properly transacted at such Meeting or at any adjournment thereof.

The record date for the Meeting is March 18, 2026. The record date is the date for the determination of the shareholders entitled to receive notice of, and to vote at, the Meeting and any adjournment thereof.

The accompanying Management Information Circular provides additional information relating to the matters to be dealt with at the Meeting and is supplemental to, and expressly made part of, this Notice of Meeting.

Shareholders of the Company are entitled to vote at the Meeting either in person or by proxy. If you are a registered shareholder of the Company and are unable to attend the Meeting in person, please read the notes attached to the accompanying Instrument of Proxy (the “Proxy”) and, complete, date, and sign the Proxy, then return the Proxy to the Company’s transfer agent, TSX Trust Company (the “Transfer Agent”), Suite 301, 100 Adelaide Street West, Toronto, Ontario, M5H 4H1, or follow the procedures for voting provided in the Proxy, not less than 48 hours (excluding Saturdays, Sundays and holidays) before the date and time of the Meeting or any adjournment thereof.

If you have questions or require assistance with voting, please contact the Transfer Agent by email at [email protected] or call 1-866-600-5869.

If you are a non-registered shareholder of the Company and received this Notice of Meeting and accompanying materials through a broker, a financial institution, a participant, a trustee or administrator of a self-administered retirement savings plan, retirement income fund, education savings plan or other similar self-administered savings or investment plan registered under the Income Tax Act (Canada), or a nominee of any of the foregoing that holds your security on your behalf (the “Intermediary”) please complete and return the materials in accordance with the instructions provided to you by your Intermediary.

DATED at the City of Vancouver, in the Province of British Columbia, as of the 27th day of March, 2026

BY ORDER OF THE BOARD OF DIRECTORS

“Charles Walensky”

Charles Walensky
CEO