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One Bullion Limited — Proxy Solicitation & Information Statement 2026
Apr 6, 2026
43523_rns_2026-04-06_9b5be763-0595-42f8-bacc-65e55c789740.pdf
Proxy Solicitation & Information Statement
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marrelli
Trust Company Limited
One Bullion Limited (the "Corporation")
Form of Proxy ("Proxy")
Record Date: March 26, 2026
Control Number:
Meeting Date: May 4, 2026
Proxy Deadline: April 30, 2026
Shares to Vote:
The Corporation is holding its Annual General and Special Meeting of Shareholders (the "Meeting") on Monday, May 4, 2026 at 10:00 a.m. (Toronto time) at 40 King Street West, Suite 2400, Toronto, Ontario M5H 3Y2.
Please vote your shares prior to the Proxy Deadline listed above using one of the following options:
- Online at www.voteproxy.ca and by registering using your control number provided above;
- By fax by sending your voting instructions to 416-360-7812; or
- By emailing [email protected]; or
- By returning the completed proxy form via letter mail to Marrell Trust Company Limited c/o DSA Corporate Services Limited Partnership., 82 Richmond Street East, 2nd Fl., Toronto, Ontario M5C 1P1.
Appointment of Proxy:
I/We being holder(s) of One Bullion Limited hereby appoint(s): Adam Berk, Chief Executive Officer, or failing him, Sohail Thobani, Chief Financial Officer, or their designees (the "Management Nominees") or instead of either of the foregoing, print the name of the person you are appointing if this person is someone other than the Management Nominees listed herein.
Please Print Name of Appointed Proxy
as my/our proxyholder with full power of substitution and to attend, act and to vote in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and to vote at the discretion of the proxyholder with respect to amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the Meeting, and at any adjournment or postponement thereof.
Resolutions to be approved at the Meeting:
Please see following page for voting instructions
- Set the Number of Directors
To set the number of directors at Six (6).
| For | Against |
|---|---|
| ☐ | ☐ |
- Election of Directors
| (a) Adam Berk | For | Withhold |
|---|---|---|
| (b) Sheldon Inwentash | For | ☐ |
| (c) Arno Brand | For | ☐ |
| (d) Stuart Hensman | For | ☐ |
| (e) Adrian Morante | For | ☐ |
| (f) Peter Sheppeard | For | ☐ |
- Appointment of Auditor
To re-appoint Davidson & Company LLP, Chartered Professional Accountants, as the auditors of the Company for the fiscal year ending December 31, 2026 and to authorize the directors of the Company to fix the remuneration to be paid to the auditors for the fiscal year ending December 31, 2026.
| For | Withhold |
|---|---|
- Approval of Amendments to Equity Compensation Plan
To consider and, if thought fit, to pass, with or without variation, an ordinary resolution of the disinterested shareholders of the Corporation to approve certain amendments to the existing equity compensation plan of the Company (the "Omnibus Plan"), as more particularly described in the management information circular of the Corporation dated as of March 20, 2026 (the "Information Circular") in substantially the form of resolution appended as Schedule B to the Information Circular.
| For | Against |
|---|---|
| ☐ | ☐ |
- Approval of Prior Grant of Equity Compensation to Certain Service Providers
To consider and, if thought fit, to pass, with or without variation, an ordinary resolution of the disinterested shareholders of the Corporation to approve the prior grant of stock options to certain service providers of the Company in excess of the 10% limit currently prescribed by the Omnibus Plan, as more particularly described in the Information Circular in substantially the form of resolution appended as Schedule C to the Information Circular.
| For | Against |
|---|---|
| ☐ | ☐ |
This Proxy MUST BE SIGNED. This signed Proxy revokes and supersedes all previously dated and signed proxies.
Signature of Registered Holder
Please Print Name
Date (mm/dd/yyyy)
Proxy Voting Rules and Guidelines
NOTICE AND ACCESS
The Canadian securities regulators have adopted rules which permit the use of notice-and-access for proxy solicitation instead of delivering printed copies of proxy materials to each shareholder. This new process provides the Corporation the ability to post meeting related materials including management information circulars and financial statements and management's discussion and analysis on a website in addition to SEDAR. Under notice-and-access, proxy materials will be available for viewing up to one (1) year from the date of posting and a paper copy of the materials can be requested at any time during this period.
Disclosure regarding each matter or group of matters to be voted on is in the information circular in the section with the same title as each Resolution found on the previous page. You should review the information circular before voting.
One Bullion Limited, has elected to utilize notice-and-access and provide you with the following information:
- Meeting materials are available electronically at www.sedarplus.ca and also at on the Company's website https://onebullion.com
-
If you wish to receive a paper copy of the proxy materials or have questions about notice-and-access, please call 1-844-MTCL-888 (682-5888) or email [email protected]. In order to receive a paper copy in time to vote before the meeting, your request should be received no later than April 13, 2026.
-
THIS PROXY IS SOLICITED BY MANAGEMENT OF THE CORPORATION.
- THIS PROXY SHOULD BE READ IN CONJUNCTION WITH THE MEETING MATERIALS PRIOR TO VOTING.
- If you appoint the Management Nominees to vote your shares, they will vote in accordance with your instructions or, if no instructions are given, in accordance with the Management Voting Recommendations highlighted for each Resolution on the previous page. If you appoint someone else to vote your securities, they will also vote in accordance with your instructions or, if no instructions are given, as they in their discretion choose.
- This Proxy confers discretionary authority on the person named to vote in his or her discretion with respect to amendments or variations to matters identified in the Notice of Meeting accompanying the Proxy or such other matters which may properly come before the Meeting or any adjournment or postponement thereof.
- Each securityholder has the right to appoint a person other than the Management Nominees specified herein to represent them at the Meeting or any adjournment or postponement thereof. Such right may be exercised by inserting in the space labeled "Please print appointee name", the name of the person to be appointed, who need not be a securityholder of the Corporation.
- To be valid, this Proxy must be signed and dated. If the Proxy is not dated, it is deemed to bear the date of its mailing to the securityholders of the Corporation.
- To be a valid Proxy, this form must be filed using one of the voting instructions provided on Page 1 of this proxy and must be received by Marrell Trust Company Limited before the Filing Deadline for Proxies, noted on page 1 of this Proxy, or in the case of any adjournment or postponement of the Meeting, not less than 48 business hours before the time of the adjourned or postponed meeting. Late proxies may be accepted or rejected by the Chairman of the Meeting in his or her discretion, and the Chairman is under no obligation to accept or reject any particular late proxy.
- If the securityholder is a corporation, this Proxy must be executed by an officer or attorney thereof duly authorized, and the securityholder may be required to provide documentation evidencing the signatory's power to sign the Proxy.
- For further information on the proper execution of the proxies, please visit www.stac.ca. Please refer to the Proxy Protocol.