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Plus Products Inc. AGM Information 2020

May 22, 2020

47664_rns_2020-05-22_3f1c20af-d766-4375-8cd1-993b89b42fa2.pdf

AGM Information

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PLUS PRODUCTS INC.

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS AND SEPARATE CLASS MEETING OF HOLDERS OF CLASS A COMMON SHARES

TO BE HELD ON JUNE 15, 2020

NOTICE IS HEREBY GIVEN Special General Meeting Shareholders Common Shares Class A Shares Company CA, USA, 94401 on Monday, June 15, 2020 at 10.00 a.m. (Vancouver time). A separate class meeting of the holders Class A Shareholder Meeting Meetings eting. The foregoing meetings shall be held for the following purposes:

  1. to receive the financial statements of the Company for the year ended December 31, 2019 together with

  2. to set the number of directors of the Company at five;

  3. to elect five directors of the Company for the ensuing year;

  4. to appoint MNP LLP as auditors of the Company for the ensuing year and to authorize the directors to fix their remuneration;

  5. to consider and if thought advisable, to pass, with or without variation, a special resolution authorizing particularly described in the management proxy circular included with this Notice;

  6. to consider and if thought advisable, to pass, with or without variation, a special resolution authorizing the particularly described in the management proxy circular included with this Notice; and

  7. to transact such other business as may properly be brought before the Meeting or any adjournment or adjournments thereof.

At the Special General Meeting, the holders of Common Shares and the holders of Class A Shares will be asked to vote on Resolutions 1, 2, 3, 4 and 5 together as one class. Pursuant to the Articles of the Company, Resolution 6 will be voted on by a separate class vote of the holders of Class A Shares.

Please Read This Important Notice

To mitigate risks related to the rapidly evolving global COVID-19 (coronavirus) public health emergency to Shareholders, employees of the Company and other stakeholders, and based on government recommendations to avoid large gatherings, the Company is providing access to the Special General Meeting by telephone conference call. In light of COVID-19, we strongly encourage Shareholders to vote in advance of the Special General Meeting rather than appearing in person, or appointing an alternate proxyholder to attend the Special General Meeting in person.

Shareholders who dial in to the telephone conference call will be able listen to the Special General Meeting and ask questions regardless of their geographic location or particular circumstances they may be facing as a result of COVID-19. However, registered Shareholders and duly appointed proxyholders will not be able to vote via the telephone conference call. In light of COVID-19, we strongly encourage Shareholders to vote in advance of the Special General Meeting in accordance with the instructions provided in the management proxy circular accompanying this Notice of Meeting, and Shareholders are encouraged NOT to attend the Special General Meeting in person if at all possible .

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Shareholders may access the telephone conference call as follows:

Dial-in: 1-877-332-7536; Access Code: 6314952

The ability of Shareholders to attend the Special General Meeting in person is subject to any governmental orders applicable at the time of the Special General Meeting which might prevent or restrict Shareholders from attending in person. Please do not attend the Special General Meeting in person if you are experiencing any cold or flu-like symptoms, or if you or someone with whom you have been in close contact has travelled internationally within the 21 days immediately prior to the Special General Meeting.

The Company is monitoring developments regarding COVID-19. In the event the Company decides any change to the date, time, location or format of the Special General Meeting are necessary or appropriate due to difficulties arising from COVID-19, the Company will promptly notify Shareholders of the change by issuing a news release, a copy of which will be available on SEDAR at www.sedar.com.

A management proxy circular accompanies this Notice and contains details of matters to be considered at each of the Special General Meeting and the Class A Shareholder Meeting. The Board of Directors of the Company has fixed April 16, 2020 as the record date for determining the Shareholders who are entitled to vote at the Meetings. Only holders of Common Shares and Class A Shares at the close of business on April 16, 2020 will be entitled to receive notice of and to vote at the Special General Meeting and only holders of Class A Shares at the close of business on April 16, 2020 will be entitled to receive notice of and to vote at the Class A Shareholder Meeting.

VOTING SECURITIES AND PRINCIPAL HOLDERS OF VOTING SECURITIES MANAGEMENT PROXY

Registered Shareholders are requested to date, sign and return the accompanying form of Proxy/Proxies, as applicable, for use at the Special General Meeting and/or the Class A Shareholder Meeting. To be effective, forms of hours (excluding Saturdays, Sundays and holidays) before the time of such Meeting (namely, by 10.00 a.m. (Vancouver time) on Thursday, June 11, 2020) or any adjournment thereof at which the Proxy is to be used. Proxies should be addressed to Odyssey Trust Company, the registrar and transfer agent of the Company, and mailed or delivered to, 350 - 300 5[th] Avenue SW, Calgary, Alberta T2P 3C4. To vote by Internet visit the website address shown on the form of Proxy provided. Follow the online voting instructions given to you and vote over the Internet referring to your holder account number and proxy access number provided on the form of Proxy that was delivered to you with this management proxy circular. To vote by telephone, call the toll-free number shown on the form of Proxy. Using a touch-tone telephone to select your voting preferences, follow the instructions and refer to your holder account number and proxy access number provided on the form of Proxy that was delivered to you. Note that voting by telephone is not available if you wish to appoint a person as a proxy other than someone named on the form of Proxy.

Non-registered Shareholders who are non-objecting beneficial owners and have received a voting instruction form Broadridge instructions provided in the Information Circular and on the voting instruction form.

Non-registered Shareholders who have received this Notice and the accompanying Information Circular 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 Common Shares Intermediary the instructions provided to you by the Intermediary.

The persons named in the enclosed form of Proxy are directors and/or officers of the Company. Each Shareholder has the right to appoint a proxyholder other than such persons, who need not be a Shareholder, to attend and to act Special General Meeting and/or the Class A

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Shareholder Meeting. To exercise such right, the names of the nominees of management should be crossed out and

BY ORDER OF THE BOARD OF DIRECTORS

Jacob F. Heimark Director & Chief Executive Officer

May 8, 2020