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NorthX Nickel Corp Proxy Solicitation & Information Statement 2022

Sep 14, 2022

47991_rns_2022-09-14_cc61e409-d677-47ca-b909-af46cc754493.pdf

Proxy Solicitation & Information Statement

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ARCHER EXPLORATION CORP. Suite 700, 1090 West Georgia Street Vancouver, BC V6E 3V7

NOTICE OF MEETING

NOTICE IS HEREBY GIVEN that a special meeting (the “ Meeting ”) of the shareholders of Archer Exploration Corp. (the “ Company ”) will be held at the Company’s offices, located at 700 - 1090 West Georgia Street, Vancouver, British Columbia on October 12, 2022 at 10:00 a.m. for the following purposes:

  1. to consider and, if thought fit, pass with or without variation, an ordinary resolution to set the number of directors of the Company at six and to elect the directors of Company, conditional on and effective following the completion of the proposed transaction with Wallbridge Mining Company Limited, as more particularly set out in the section of the information circular entitled “Particulars of Matters to be Acted Upon – Shareholder Approval – Election of Transaction Nominees”;

  2. to consider and, if thought fit, pass with or without variation, an ordinary resolution to approve the Equity Compensation Plan, as more particularly set out in the section of the information circular entitled “Particulars of Matters to be Acted Upon – Equity Compensation Plan”; and

  3. transact such other business as may properly be put before the Meeting.

The Company’s board of directors (the “ Board ”) has fixed September 6, 2022 as the record date for the determination of shareholders entitled to notice of and to vote at the Meeting and at any adjournment or postponement thereof. Each registered shareholder at the close of business on that date is entitled to such notice and to vote at the Meeting in the circumstances set out in the Circular.

If you are a registered shareholder of the Company, please complete, date and sign the accompanying form of proxy and choose one of the following options to submit your proxy:

  • (a) complete, date and sign the Proxy and return it to the Company’s transfer agent by 10:00 a.m. October 7, 2022 by regular mail at Odyssey Trust Company, United Kingdom Building, 350 – 409 Granville Street, Vancouver, British Columbia V6C 1T2; or

  • (b) use the internet through the website of the Company’s transfer agent at http://login.odysseytrust.com/pxlogin. Registered shareholders must follow the instructions that appear on the screen and refer to the enclosed proxy form for the holder’s account number and the control number.

If you are a non-registered shareholder of the Company and receive these materials through your broker or through another intermediary, please complete and return the materials in accordance with the instructions provided to you by your broker or by the other intermediary. Failure to do so may result in your common shares not being eligible to be voted by proxy at the Meeting.

  • 2 -

An information circular and a form of proxy accompany this notice.

DATED at Vancouver, British Columbia, the 14th day of September, 2022.

ON BEHALF OF THE BOARD

(signed) “Tom Meyer”

Tom Meyer President and Chief Executive Officer