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Southern Energy Corp. — Proxy Solicitation & Information Statement 2025
Sep 26, 2025
46425_rns_2025-09-26_44dcdec1-2777-438e-9e89-1944010441fb.pdf
Proxy Solicitation & Information Statement
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SOUTHERN ENERGY CORP.
NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING
OF THE HOLDERS OF COMMON SHARES
TO BE HELD ON OCTOBER 27, 2025
NOTICE IS HEREBY GIVEN that the annual general and special meeting (the "Meeting") of the holders (the "Shareholders") of common shares (the "Common Shares") in the capital of Southern Energy Corp. (the "Corporation") will be held at the offices of the Corporation, located at Suite 2400, 333 - 7th Avenue S.W., Calgary, Alberta, T2P 2Z1, on Monday, October 27, 2025 at 10:00 a.m. (Calgary time), and presented online at the link provided below, for the following purposes:
- to receive the financial statements for the fiscal year ended December 31, 2024 and the report of the auditors thereon;
- to fix the number of directors to be elected at four (4);
- to elect directors for the ensuing year;
- to appoint the auditors of the Corporation to hold office until the next annual meeting of the Shareholders and authorize the directors to fix their remuneration;
- to approve the stock option plan of the Corporation, as described in the management information circular of the Corporation dated September 12, 2025 (the "Information Circular");
- to approve the share award incentive plan of the Corporation, as described in the Information Circular; and
- to transact such other business as may properly come before the meeting or any adjournments thereof.
Only Shareholders of record at the close of business on September 12, 2025 (the "Record Date") are entitled to notice of and to attend the Meeting or any adjournment or adjournments thereof and to vote thereat, unless, after the Record Date, a holder of record transfers his or her Common Shares and the transferee, upon producing properly endorsed share certificates or otherwise establishing that he or she owns such Common Shares, requests, not later than 10 days before the Meeting, that the transferee's name be included in the list of Shareholders entitled to vote such Common Shares, in which case such transferee shall be entitled to vote such Common Shares, as the case may be, at the Meeting.
Shareholders may vote in person at the Meeting or any adjournment or adjournments thereof, or they may appoint another person (who need not be a Shareholder) as their proxy to attend and vote in their place.
Registered Shareholders are requested to date and sign the enclosed form of proxy (the "Form of Proxy") and return it to the Corporation's transfer agent, Odyssey Trust Company. To be effective, the Form of Proxy must be mailed so as to reach or be deposited with Odyssey Trust Company, at Trader's Bank Building 1100, 67 Yonge Street, Toronto, ON M5E 1J8 Attention: Proxy Department or by fax at (800) 517-4553 not 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 thereof or may be accepted by the Chairman of the Meeting at his discretion prior to the commencement of the Meeting. The Form of Proxy or other instrument used to appoint a proxy shall be executed by the Shareholder or their attorney, or if such Shareholder is a corporation, under the corporate seal, and executed by a director, officer or attorney thereof duly authorized. Alternatively, a registered Shareholder may complete their Form of Proxy online at https://vote.odysseytrust.com by following the instructions provided on the Form of Proxy.
Southern Energy Corp.
Notice of Meeting
Page 1 of 2
The Corporation encourages Shareholders to submit their Form of Proxy and return it as soon as possible in accordance with the instructions outlined in the accompanying Information Circular. Shareholders who do not hold their Common Shares in their own name are strongly encouraged to complete the voting instruction forms received from their broker as soon as possible and to follow the instructions set out in the accompanying Information Circular.
As an alternative to attending the Meeting in person, Shareholders may join the Meeting via webcast by following the below instructions. While the instructions will allow you to listen to the Meeting and ask questions, the Meeting is not a virtual meeting and you will not be able to vote at the Meeting through the webcast, which is why the Corporation urges Shareholders to complete the Form of Proxy or other voting instruction form provided by your broker in accordance with the instructions outlined in the Information Circular.
Shareholders may use the following information to listen to the Meeting via webcast:
Webcast: Via Zoom using the following link to register for the Meeting,
https://us02web.zoom.us/webinar/register/WN_8es1r-joQrO9GRtnLxVzLg
Once registered, participants will receive an email with link and instructions to access the Meeting via webcast.
The Information Circular relating to the business to be conducted at the Meeting accompanies this Notice.
Calgary, Alberta
September 12, 2025
BY ORDER OF THE BOARD OF DIRECTORS
(signed) “Ian Atkinson”
Ian Atkinson
Director, President and Chief Executive Officer
Southern Energy Corp.
Notice of Meeting