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RAMM Pharma Corp. AGM Information 2020

Mar 5, 2020

47859_rns_2020-03-05_cef0104f-b0dc-41fb-b17a-84e4e5c33f2c.pdf

AGM Information

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RAMM PHARMA CORP. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

TAKE NOTICE that the annual meeting (the “ Meeting ”) of the shareholders of RAMM Pharma Corp. (the “ Company ”) will be held at Suite 2100, Scotia Plaza, 40 King Street West, Toronto, Ontario M5H 3C2, on April 1, 2020 at 2:30 p.m. (Toronto Time), for the following purposes:

  1. To receive the audited consolidated financial statements of the Company for the year ended October 31, 2019, together with the auditor’s report thereon;

  2. To fix the number of Directors of the Company at four;

  3. To elect directors for the ensuing year;

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

  5. To transact such other business as may properly come before the Meeting, or at any adjournment thereof.

Specific details of the above items of business are contained in the management information circular of the Company dated March 2, 2020 which accompanies this Notice of Meeting (the “ Notice ”) and, together with management’s Instrument of Proxy (“ Proxy ”) or Voting Instruction Form (“ VIF ”) which also accompanies the Notice, form a part hereof and must be read in conjunction with this Notice.

Shareholders of record at the close of business March 2, 2020 will be entitled to receive notice, attend and vote at the Meeting.

If you are unable to attend the Meeting in person, please read the Instructions For Completion of Proxy (“ Instructions ”) on the reverse side of the Proxy or Instructions For Completion of VIF (“ VIF Instructions ”) enclosed herewith and then complete and return the Proxy or VIF within the time set out in the Instructions or VIF Instructions as the case may be. In addition, as set out in the Instructions and VIF Instructions, the enclosed Proxy or VIF is solicited by management of the Company but you may amend it if you so desire by striking out the names listed therein and inserting in the space provided the name of the person you wish to represent you at the Meeting.

DATED at Toronto, Ontario, this 2[nd] day of March, 2020.

BY ORDER OF THE BOARD OF DIRECTORS – RAMM PHARMA CORP.

“Jackie Peter Burnett”

President & Chief Executive Officer

Shareholders are cordially invited to attend the Meeting. Shareholders are urged to complete and return the enclosed proxy or VIF promptly. To be effective, the Company’s proxies must be received at the Toronto office of Odyssey Trust Company (“ Odyssey ”), the Company’s registrar and transfer agent, by 2:30 p.m. (Toronto Time) on March 30, 2020, or 48 hours (excluding Sundays, Saturdays and holidays) prior to any adjourned or postponed Meeting. Shareholders whose common shares are held by a nominee may receive either a VIF or form of Proxy and should follow the instructions provided by the nominee.

Proxies will be counted and tabulated by Odyssey in such a manner as to protect the confidentiality of how a particular Shareholder votes except where they contain comments clearly intended for management, in the case of a proxy contest, or where it is necessary to determine the validity of a Proxy or to permit management and the Board to discharge their legal obligations to the Company or its Shareholders.