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Radient Technologies Inc. AGM Information 2021

Nov 24, 2021

47217_rns_2021-11-24_b7506e53-164d-4e16-9ab5-ef2f6ff4fdfa.pdf

AGM Information

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RADIENT TECHNOLOGIES INC.

(the “Corporation”)

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

(“Notice of Meeting”)

NOTICE IS HEREBY GIVEN THAT the annual and special meeting of shareholders (“ Shareholders ”) of the Corporation (the “ Meeting ”) will be held virtually on December 29, 2021 at 9:30am (Mountain Time) by way of live webcast and teleconference accessible by the following particulars:

Webcast https://millerthomson.webex.com/millerthomson/j.php?MTID=m22ec2cd69c28c705a315ad9e61eb8ab3
Meeting Number:2312 948 2225
Password:MilTom2021
Teleconference Dial-In:+1-416-915-6528
Conference ID:2312 948 2225

The Meeting is being held for the following purposes:

  1. To receive the financial statements of the Corporation for the financial year ended March 31, 2021;

  2. To appoint Grant Thornton LLP as auditors (the “ Auditors ”) of the Corporation for the current financial year and to authorize the directors to fix the remuneration of the Auditors;

  3. To fix the number of directors of the Corporation to be elected at the Meeting at five (5);

  4. To elect directors of the Corporation for the ensuing year;

  5. To consider and, if thought fit, to approve an ordinary resolution ratifying and approving the Corporation’s stock option plan. The full text of the ordinary resolution is set out in the accompanying Management Information Circular (the “ Circular ”);

  6. To consider and, if thought fit, pass, with or without variation, a special resolution, the full text of which is set forth in the Circular, approving an amendment to the articles of the Corporation to change the province in which the registered office of the Corporation is situated from the Province of British Colombia to the Province of Alberta, all as more particularly described in the Circular; and

  7. To transact other business as may properly come before the Meeting.

Notice-and-Access

The Corporation has elected to use the “notice-and-access” provisions (“ Notice-and-Access ”) under National Instrument 54-101 – Communication with Beneficial Owners of Securities of a Reporting Issuer for the Meeting in respect of the delivery of meeting materials, the annual financial statements and related management’s discussion and analysis (the “ Annual Materials ”). This means that the Annual Materials will be posted online for you to access, rather than being mailed out. This Notice of Meeting details information on how to access the Annual Materials online and how to request a paper copy. Notice-and-Access substantially reduces the quantity of material that must be printed and mailed to Shareholders by allowing for the posting of Annual Materials online, thus reducing costs and the environmental impact. Copies of the Annual Materials will be available at the Meeting and can also be accessed on:

  1. SEDAR: www.sedar.com; and

  2. https://odysseytrust.com/client/radient-technologies-inc-2021-ags/

Paper copies of all materials related to the Meeting may be requested at no cost. Requests may be made by contacting:

  1. Toll free within North America: 1-888-290-1175

  2. Direct from outside of North America: 1-587-885-0960

Voting

The directors of the Corporation have fixed November 12, 2021 as the record date for the determination of shareholders entitled to receive this Notice of Meeting. You will find enclosed with this Notice of Meeting a form of proxy (“ Form of Proxy ”) or a voting instruction form that you can use to vote your shares of the Corporation. You

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may vote your shares on the internet, by mail or virtually at the Meeting. Please refer to the instructions in your Form of Proxy or voting instruction form on how to vote using these methods.

In light of the continuing COVID-19 pandemic and in order to protect the health and safety of our Shareholders and the broader community, the Corporation will be holding the Meeting virtually via a live webcast and teleconference. Registered Shareholders and formally appointed proxyholders who wish to vote at the Meeting must complete the Request for Voting Number Form attached to the Circular as Schedule C and return to Odyssey Trust Company at [email protected] no later than December 20, 2021, upon which they will receive a voting number which will enable them to vote at the Meeting. All other Shareholders (including beneficial Shareholders that hold shares through a broker or other intermediary) are encouraged to vote by proxy in accordance with the Corporation’s usual procedures in advance of the Meeting to the greatest extent possible. To the extent that a Shareholder cannot vote by proxy and wishes to vote directly at the Meeting, they should advise Odyssey Trust Company in writing and the Corporation and Odyssey Trust Company will endeavor to accommodate such request. The Corporation reserves the right to take any additional precautionary measures it deems appropriate in relation to the Meeting in response to further developments in respect of the COVID19 outbreak. Changes to the Meeting date and/or means of holding the Meeting may be announced by way of press release. Shareholders are encouraged to monitor the Corporation’s website at http://www.radientinc.com/ or the Corporation’s SEDAR profile at www.sedar.com, where copies of such press releases, if any, will be posted. You are advised to check the Corporation’s website one week prior to the Meeting date for the most current information. The Corporation does not intend to prepare an amended information circular in the event of changes to the Meeting format.

A Shareholder may attend the Meeting or be represented by proxy. Shareholders are requested to complete, date and sign the accompanying Form of Proxy and deposit it with the Corporation’s transfer agent, Odyssey Trust Company, by mail at 1230 – 300 5th Avenue SW, Calgary, Alberta T2P 3C4 Attention: Proxy Department or by fax to (800) 517-4553, no later than forty-eight (48) hours (excluding Saturdays, Sundays and statutory holidays in the Province of Alberta) prior to the time set for the Meeting or any adjournment(s) thereof. The instrument appointing a proxy shall be in writing under the hand of the Shareholder or his or her attorney, or if such Shareholder is a corporation, under the corporate seal, and executed by a director, officer or attorney thereof duly authorized. Alternatively, Shareholders may complete their proxies online at https://login.odysseytrust.com/pxlogin, no later than forty-eight (48) hours (excluding Saturdays, Sundays and statutory holidays in the Province of Alberta) prior to the time set for the Meeting or any adjournment(s) thereof.

Your vote is important. Whether or not you attend the Meeting, please take the time to vote your shares in accordance with the instructions contained in the applicable instrument of proxy or other voting instruction form provided by your broker or other intermediary.

DATED at Edmonton, Alberta as of the 15[th] day of November, 2021

BY ORDER OF THE BOARD OF DIRECTORS:

(signed) “Harry Kaura” ______________________________________ Harry Kaura President, Chief Executive Officer and Director