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Street Capital Proxy Solicitation & Information Statement 2024

Jul 22, 2024

44053_rns_2024-07-22_dd0c8a53-fe0e-4b7d-86e5-9dba4a13d9f7.pdf

Proxy Solicitation & Information Statement

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THE HASH CORPORATION

PROXY

FOR USE AT THE ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS AUGUST 19, 2024

This proxy is solicited on behalf of the management of THE HASH CORPORATION. (the “ Company ”). The undersigned, being a shareholder of the Company hereby appoints, Chris Savoie, Chief Executive Officer and Director of the Company, or failing him, Donal Carroll, Chief Financial Officer, Corporate Secretary, and Director of the Company, or instead of either three of them , as proxyholder for

and on behalf of the undersigned with the power of substitution to attend, act and vote for and on behalf of the undersigned in respect of all matters that may properly come before the annual and special meeting of the shareholders of the Company to be held at the offices of Garfinkle Biderman LLP, at 1 Adelaide Street East, Suite 801, Toronto, Ontario M5C 2V9, on Monday, August 19, 2024 at 11:00 a.m. (Toronto time) (the “ Meeting ”), and at any adjournment or adjournments thereof, to the same extent and with the same power as if the undersigned were personally present at the Meeting or such adjournment or adjournments thereof. The undersigned hereby directs the proxyholder to vote the securities of the Company recorded in the name of the undersigned as specified herein.

FOR To set the number of directors of the Company for the ensuing year at five (5).
AGAINST
FOR The election of Chris Savoie as a director of the Company.
WITHHOLD
FOR The election of Donal Carroll as a director of the Company.
WITHHOLD
FOR The election of Tom Keevil as a director of the Company.
WITHHOLD
FOR The election of Binyomin Posen as a director of the Company.
WITHHOLD
FOR The election of Tabitha Fritz as a director of the Company.
WITHHOLD
FOR To approve the appointment of Zeifmans LLP as auditors of the Company for the ensuing year and to authorize the
WITHHOLD directors to fix the remuneration of the auditors.
FOR To consider and, if deemed advisable, to pass, with or without variation, a special resolution, approving the sale of
AGAINST substantially all of the assets of the Company, as more particularly described in the management information
circular of the Company dated July 11, 2024.
FOR To consider and, if deemed advisable, to pass, with or without variation, and ordinary resolution of disinterested
AGAINST shareholders, approving the sale of substantially all of the assets of the Company, as more particularly described in
the management information circular of the Company dated July 11, 2024.
FOR To consider and, if deemed appropriate, pass, with or without variation, a special resolution to authorize the Board
AGAINST to elect, in its sole discretion, to direct the Company to file one or more Articles of Amendments to amend the
Company’s Articles in order to effect one or more consolidations of the Company’s issued shares into a lesser
number of issued shares, as more particularly described in the management information circular of the Company
dated July 11, 2024.
FOR To consider and, if deemed appropriate, pass, with or without variation, a special resolution to authorize the Board
AGAINST to amend the articles of the Company to change the name of the Company to a name to be decided by the Board, in
its sole discretion, as more particularly described in the management information circular of the Company dated July
11, 2024.

If any amendments or variations to the matters referred to above or to any other matters identified in the notice of meeting are proposed at the Meeting or any adjournment or adjournments thereof, or if any other matters which are not now known to management should properly come before the Meeting or any adjournment or adjournments thereof, this proxy confers discretionary authority on the person voting the proxy to vote on such amendments or variations or such other matters in accordance with the best judgment of such person. To be valid, this proxy must be received by the Company’s transfer agent, Capital Transfer Agency ULC, 390 Bay Street, Suite 920, Toronto, Ontario M5H 2Y2, Fax Number: 416.350.5008, not later than 48 hours, excluding Saturdays, Sundays and statutory holidays in the City of Toronto, Ontario, prior to the Meeting or any adjournment thereof. Late proxies may be accepted or rejected by the Chairman of the Meeting in his discretion, and the Chairman is under no obligation to accept or reject any particular late proxy.

DATED this day of , 2024.

Signature of Shareholder

Name of Shareholder (Please Print)

(See Reverse)

Number of Shares Held

AC/13010753.2

NOTES AND INSTRUCTIONS

THIS PROXY IS SOLICITED BY MANAGEMENT OF THE COMPANY.

  1. The shares represented by this proxy will be voted. Where a choice is specified, the proxy will be voted as directed. Where no choice is specified, this proxy will be voted in favour of the matters listed on the proxy. The proxy confers discretionary authority on the above named person to vote in his or her discretion with respect to amendments or variations to the matters identified in the notice of meeting accompanying the proxy or such other matters which may properly come before the Meeting.

  2. Each shareholder has the right to appoint a person other than management designees specified above to represent them at the Meeting. Such right may be exercised by inserting in the space provided the name of the person to be appointed, who need not be a shareholder of the Company.

  3. Each shareholder must sign this proxy. Please date the proxy. If the shareholder is a Company, the proxy must be executed by an officer or attorney thereof duly authorized.

  4. If the proxy is not dated in the space provided, it is deemed to bear the date of its mailing to the shareholders of the Company.

  5. If the shareholder appoints any of the persons designated above, including persons other than Management Designees , as proxy to attend and act at the Meeting:

  6. (a) the shares represented by the proxy will be voted in accordance with the instructions of the shareholder on any ballot that may be called for;

  7. (b) where the shareholder specifies a choice in the proxy with respect to any matter to be acted upon, the shares represented by the proxy shall be voted accordingly; and

  8. (c) IF NO CHOICE IS SPECIFIED WITH RESPECT TO THE MATTERS LISTED ABOVE, THE PROXY WILL BE VOTED FOR SUCH MATTERS.

VOTING BY FACSIMILE: (416) 350-5008

INTERNET VOTING:

VOTING BY MAIL, HAND DELIVERY or EMAIL:

Capital Transfer Agency ULC 390 Bay Street, Suite 920 Toronto, Ontario M5H 2Y2 [email protected]

Sign on to: https://shareholderaccountingsoftware.com/cap/pxlogin and on the sign-on page enter the control number which is displayed on the proxy above the holder’s name and address as displayed below:

Control # 999 999 999 JOHN DOE 123 ANYWHERE STREET ANYWHERE, AW X1Y 2Z3

AC/13010753.2