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Sailfish Royalty Corp. — Proxy Solicitation & Information Statement 2026
Jan 14, 2026
47523_rns_2026-01-14_42bbc3e1-a0f7-4eab-bac0-e9bd04450c00.pdf
Proxy Solicitation & Information Statement
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NOTICE OF ANNUAL AND SPECIAL GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT the annual general and special meeting (the "Meeting") of the shareholders of Sailfish Royalty Corp. ("Sailfish" or the "Company") will be held at Bolder Corporate Services (BVI) Limited, Sea Meadow House, Road Town, Tortola, British Virgin Islands, on February 10, 2026, at the hour of 10:00 a.m. (Vancouver time). Shareholders will also be able to access the Meeting by ZOOM using the details below.
At the Meeting, the shareholders will consider resolutions, for the following purposes:
- to receive and consider the report of the directors and the financial statements of the Company, together with the auditor's report thereon, for the financial year ended December 31, 2024;
- to fix the number of directors at five (5);
- to elect directors for the ensuing year;
- to appoint PricewaterhouseCoopers LLP as auditors of the Company for the ensuing year and authorize the directors to fix the remuneration to be paid to the auditors;
- to consider and, if thought fit, to pass an ordinary resolution approving the Company's Stock Option Plan, subject to regulatory approval, as more fully set forth in the Information Circular accompanying this notice;
- to consider and, if deemed advisable, to approve, with or without amendment, a resolution of Shareholders (the "Disposition Resolution") to be passed by a simple majority of the votes cast on the Disposition Resolution by the Shareholders present or represented by proxy and entitled to vote at the Meeting, excluding for this purpose votes attached to the shares beneficially held by, or over which control or direction is exercised by, Shareholders who are required to be excluded in accordance with Section 8.1 of Multilateral Instrument 61-101 — Protection of Minority Security Holders in Special Transactions, the full text of such Disposition Resolution is set out in the accompanying management information circular (the "Information Circular"), approving the sale of the Company's 100% interest in Mt. Hamilton LLC to Mako US Corp., an affiliate of Mako Mining Corp., all as more particularly described in the Information Circular; and
- to transact such further or other business as may properly come before the Meeting and any adjournments thereof.
The accompanying information circular provides additional information relating to the matters to be dealt with at the meeting and is deemed to form part of this notice.
The board of directors of the Company (the "Board") has fixed the record date for the Meeting at the close of business on January 6, 2026, for determining shareholders entitled to receive notice of, and to vote at the Meeting and any postponement or adjournment of the Meeting.
All shareholders are entitled to attend and vote at the Meeting in person or by proxy; however, the Board is requesting that all shareholders vote their shares by proxy and not attend in person. Shareholders should read, complete, sign and date the enclosed form of proxy and return the same in the enclosed return envelope provided for that purpose within the time and to the location set out in the form of proxy accompanying this notice. Please note, voting will NOT be permitted over the phone, so you MUST complete the proxy form if you are attending the meeting by teleconference and wish to vote.
TO REGISTER IN ADVANCE:
It is best if participants register in advance at this link:
https://us02web.zoom.us/webinar/register/WN_twDq_9clSlG8jvdE_acDIQ.
After registering, you will receive a confirmation email containing information about joining the webinar.
Date Time: February 10, 2026 at 10:00 a.m. (Vancouver time)
TO JOIN FROM A PC, MAC, IPAD, IPHONE OR ANDROID DEVICE:
Please click this URL to join.
https://us02web.zoom.us/w/88075908637?tk=ZqZUj1UpSlU0Nujr6flJW155t9oQ-WGrzLBTgVM8vDI.DQkAAAAUgbu2HRZWTkN2SV9mSFJ1TzBoVHhaY1lkWlhRAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAA&pwd=zSSBPWEwDeMtdSPbdOlSjnsEPJZtZH.1&uuid=WN_twDq_9clSlG8jvdE_acDIQ
JOIN VIA AUDIO:
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OR, DIAL:
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Webinar ID: 880 7590 8637
DATED this 6th day of January, 2026.
BY ORDER OF THE BOARD
"Paolo Lostritto"
PAOLO LOSTRITTO
Chief Executive Officer