Tecsys Inc. — Declaration of Voting Results & Voting Rights Announcements 2024

Sep 6, 2024

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Tecsys Inc. (the “Corporation”) Annual and Special Meeting of Shareholders September 5, 2024

Report on Voting Results

National Instrument 51-102 – Section 11.3

In accordance with s. 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations , this report describes the matters voted upon and the outcome of the votes conducted at the annual and special meeting of the shareholders of the Corporation held on September 5, 2024 (the “Meeting”).

According to the scrutineers’ report, shareholders holding 12,226,818 common shares (the “Common Shares”) were represented at the Meeting in person or by proxy, representing 82.61% of the issued and outstanding Common Shares as of the record date on July 19, 2024.

The following matters were put to a vote:

Election of Directors

The following nominees were elected as directors of the Corporation to hold office until the next annual meeting of shareholders or until the election of his or her successor: David Brereton, Peter Brereton, David Booth, Andrew Kirkwood, Vernon Lobo, Kathleen Miller, Steve Sasser, Sripriya Thinagar and Stephany Verstraete.

The matter was put to a vote by ballot and the report on proxies provided by the scrutineers at the Meeting was as follows:

Director NomineeDavid BreretonPeter BreretonDavid BoothAndrew KirkwoodVernon LoboKathleen MillerSteve SasserSripriya ThinagarStephany Verstraete	Number ofNumber of VotesPercentage of TotalPercentage of TotalVotes FOR AGAINST Votes FORVotes AGAINST11,654,393486,91095.99%4.01%11,720,675420,62896.54%3.46%12,063,96877,33599.36%0.64%11,825,996315,30797.40%2.60%8,684,1873,457,11671.53%28.47%12,123,85917,44499.86%0.14%11,213,663927,64092.36%7.64%12,136,8474,45699.96%0.04%12,136,9624,34199.96%0.04%

Re-Appointment of Auditors

KPMG LLP, Chartered Accountants, were re-appointed as auditors of the Corporation to hold office until the close of the next annual meeting and the Corporation’s board of directors was authorized to fix their remuneration.

The matter was put to a vote by ballot and the report on proxies provided by the scrutineers at the Meeting was as follows:

Meeting was as follows:
	Number of Votes	Percentage of Total	Percentage of Total
Number of Votes FOR	WITHHELD	Votes FOR	Votes WITHHELD
12,031,621	195,197	98.40%	1.60%

Approval of Unallocated Options

A resolution approving unallocated options to purchase common shares to a maximum (when taken together with then issued and outstanding options) of no greater than 10% of the then issued and outstanding common shares of the Corporation under the Corporation’s stock option plan was adopted.

The matter was put to a vote by ballot and the report on proxies provided by the scrutineers at the Meeting was as follows:

Meeting was as follows:
	Number of Votes	Percentage of Total	Percentage of Total
Number of Votes FOR	AGAINST	Votes FOR	Votes AGAINST
7,990,948	4,150,355	65.82%	34.18%

Adoption of Advance Notice By-Law

A resolution to approve and ratify By-Law No.2 related to advance notice of director nominations for the Corporation was adopted.

The matter was put to a vote by ballot and the report on proxies provided by the scrutineers at the Meeting was as follows:

Meeting was as follows:
	Number of Votes	Percentage of Total	Percentage of Total
Number of Votes FOR	AGAINST	Votes FOR	Votes AGAINST
7,062,034	5,079,269	58.17%	41.83%

September 5, 2024

Tecsys Inc.

(s) Mark J. Bentler Mark J. Bentler Chief Financial Officer and Secretary