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Surface Metals Inc. — Proxy Solicitation & Information Statement 2021
May 19, 2021
47518_rns_2021-05-19_b184ec33-6ce9-4ad6-8a74-e0b2b03db450.pdf
Proxy Solicitation & Information Statement
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Notice of Availability of Management Proxy Circular for the 2021 Annual Meeting of Shareholders
Chorus Aviation Inc. (“ Chorus ” or the “ Corporation ”) has adopted the notice-and-access method of delivering the management proxy circular (the “ circular ”) for its 2021 annual meeting of shareholders (the “ meeting ”) to both registered and non-registered shareholders. This means that the circular is being posted online for you to access at www.chorusaviation.com, on www.meetingdocuments.com/ASTca/CHR and on SEDAR at www.sedar.com. The circular will remain available at the websites indicated above for a period of at least one year following the meeting. Notice-and-access is permitted by Canadian securities regulators and aligns with the Corporation’s efforts to minimize its environmental impact through a reduction in paper use, while also reducing printing and mailing costs.
You will find enclosed with this notice a form of proxy or a voting instruction form that you can use to vote your shares of Chorus (see “How to Vote” on the reverse page). It is very important that you read the circular carefully before voting your shares.
MEETING DATE AND LOCATION:
Chorus Aviation Inc. - Annual Meeting of Shareholders When: Monday, June 21, 2021, 11:00 a.m. (Atlantic time) Where: Virtual meeting via live audio webcast online at : www.virtualshareholdermeeting.com/CHR2021
‐ You will need your 16 digit control number located on the form of proxy or voting instruction form to attend the meeting.
The following matters will be brought before the meeting:
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placement before shareholders of the consolidated financial statements of Chorus for the year ended December 31, 2020, including the auditors’ report thereon (see “Business of the Meeting – Placement of financial statements of Chorus” in the circular);
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election of the directors of Chorus who will serve until the end of the next annual meeting of shareholders (see “Business of the Meeting – Election of the directors of Chorus” in the circular);
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appointment of auditors of Chorus (see “Business of the Meeting – Appointment of auditors” in the circular);
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approval, in an advisory, non-binding capacity, of a resolution regarding Chorus’ approach to executive compensation (see “Business of the Meeting – Advisory vote on approach to executive compensation” in the circular); and
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consideration of such other business, if any, that may properly come before the meeting or any adjournment or postponement thereof.
SHAREHOLDERS ARE REMINDED TO REVIEW THE CIRCULAR PRIOR TO VOTING AS IT HAS BEEN PREPARED TO HELP YOU MAKE AN INFORMED DECISION.
Shareholders with questions or who wish to obtain further information about notice and access can call AST Trust Company (Canada) toll free at 1-888-433-6443 or 416-682-3801 outside Canada and the United States.
HOW TO OBTAIN A PAPER COPY OF THE CIRCULAR
All Chorus shareholders may request that a paper copy of the circular be sent to them at no cost by contacting AST Trust Company (Canada). Requests may be made up to one year from the date the circular was filed on SEDAR by:
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calling 1-888-433-6443 (toll free) or 416-682-3801 outside Canada and the United States (for services in English or French);
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sending an email to: [email protected]; or 3. following the instructions at: www.meetingdocuments.com/ASTca/CHR.
A paper copy of the circular will be mailed to you within three business days of receiving your request, if the request is made at any time prior to the meeting. If the request is made on or after June 21, 2021 the circular will be sent to you within 10 calendar days of receiving your request.
Please note that you will not receive another form of proxy or voting instruction form; please retain your current one to vote your shares.
To ensure receipt of the paper copy of the circular in advance of the voting deadline and meeting date, we estimate that your request must be received no later than June 3, 2021 (this factors the three-business day period for processing requests as well as typical mailing times). In addition, paper copies of the circular will be provided to shareholders who have previously requested to receive paper copies of the circular.
HOW TO VOTE:
You can vote your shares prior to the meeting as follows:
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Cast your vote on the Internet at www.proxyvote.com
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Return your signed form of proxy or voting instruction form by mail
Please refer to instructions on your separate form of proxy or voting instruction form on how to vote using one of the methods described above. You will need your 16-digit control number located on the form of proxy or voting instruction form to vote and to attend the meeting. Chorus must receive your vote by June 17, 2021 at 11:00 a.m. (Atlantic time) .
If you are a registered shareholder, you can also attend the meeting and vote during the live webcast by following the instructions in the section of the circular entitled “How to Participate in the Meeting”. Non-registered shareholders who wish to appoint themselves or any shareholders who wish to appoint a third-party proxyholder to represent them at the meeting MUST submit their form of proxy or voting instruction form (as applicable) appointing themselves or that third-party proxyholder following the instructions, including:
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Inserting an “appointee name” and designating an 8-character “appointee identification number” (together, this is the “appointee information”) online at www.proxyvote.com or in the spaces provided on your form of proxy or voting instruction form; and
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Informing your appointed third-party proxyholder of the exact appointee name and 8-character appointee identification number prior to the meeting. Your third-party proxyholder will require both your appointee name and appointee identification number in order to access the meeting and vote on your behalf during the live webcast.
We also strongly encourage you to first review the matters under discussion for the meeting as described in our circular accessible at www.chorusaviation.com, www.meetingdocuments.com/ASTca/CHR and on SEDAR at www.sedar.com.