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Melcor Developments Ltd. Regulatory Filings 2021

May 21, 2021

43557_rns_2021-05-21_7628298d-7bb5-4214-bc82-8d7dce0fd2f7.pdf

Regulatory Filings

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Schedule B

AMENDMENT TO BY-LAW NO. 1 OF MELCOR DEVELOPMENTS LTD. (the “ Corporation ”)

By-Law No. 1 is hereby amended as follows:

  1. The following language shall be added to the end of Article 9.01 of By-Law No. 1:

Subject to any limitations or requirements set out in the regulations to the Act, a shareholder or other person entitled to attend a meeting of shareholders may participate in the meeting by electronic means, telephone or other communication facilities that permits all persons participating in the meeting to communicate adequately with each other, and a person so participating in a meeting is deemed to be present at the meeting. The Board may determine that any meeting of shareholders shall be held, in accordance with any regulations to the Act, if any, entirely by electronic means, telephone or other communication facility that permits all participants to communicate adequately with each other during the meeting.

  1. The first sentence of Article 9.07 of By-Law No. 1 is hereby amended to read:

9.07 Quorum . A quorum for the transaction of business at any meeting of shareholders shall be two persons present in person or otherwise appearing via a communication facility permitted under these By-laws, each being either a shareholder entitled to vote thereat, or a duly appointed proxyholder or representative for a shareholder so entitled and representing not less than 25% of the issued shares of the Corporation carrying the right to vote at meetings of shareholders.

  1. The following language shall be added to the end of Article 9.07 of By-Law No. 1:

Any vote may be held, in accordance with the regulations to the Act, if any, entirely by electronic means, telephone or other communication facility, if so determined by the Board.

This Amendment to By-Law No. 1 shall come into force immediately upon approval by the directors of the Corporation, and shall remain in force when confirmed by the shareholders in accordance with the Act.

MADE by the board of directors the 17[th] day of March, 2021.

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CHAIR

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SECRETARY

Melcor Developments Ltd. 2021 INFORMATION CIRCULAR 43