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Telesat Corporation Proxy Solicitation & Information Statement 2025
48259_rns_2025-05-06_acb74284-b777-4d07-9f43-8ab371b33247.pdf
Proxy Solicitation & Information Statement
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TELESAT CORPORATION
Computershare
8th Floor, 100 University Avenue Toronto, Ontario M5J 2Y1 www.computershare.com
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Mr A Sample
Designation (if any)
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Security Class
Class_C_Fully_Voting_share
Holder Account Number
C1234567890 XXX
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Form of Proxy - Annual General Meeting to be held on June 17, 2025
This Form of Proxy is solicited by and on behalf of Management.
Notes to proxy
- Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the Management Nominees whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).
- If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. If you are voting on behalf of a corporation or another individual you may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated. If you are voting on behalf of a corporation you are required to provide your name and designation of office, e.g., ABC Inc. per John Smith, President.
- This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
- If a date is not inserted in the space provided on the reverse of this proxy, it will be deemed to bear the date on which it was mailed to the holder by Management.
- The securities represented by this proxy will be voted as directed by the holder, however, if such a direction is not made in respect of any matter, and the proxy appoints the Management Nominees listed on the reverse, this proxy will be voted as recommended by Management.
- The securities represented by this proxy will be voted in favour, or withheld from voting, or voted against each of the matters described herein, as applicable, in accordance with the instructions of the holder, on any ballot that may be called for. If you have specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
- This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting and Management Information Circular or other matters that may properly come before the meeting or any adjournment or postponement thereof, unless prohibited by law.
- This proxy should be read in conjunction with the accompanying documentation provided by Management.
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Proxies submitted must be received by 2:00 p.m., Eastern Time, on June 13, 2025.
VOTE USING THE INTERNET 24 HOURS A DAY 7 DAYS A WEEK!
To Vote Using the Internet
- Go to the following web site: www.investorvote.com
- Smartphone? Scan the QR code to vote now.
To Receive Documents Electronically
- You can enroll to receive future securityholder communications electronically by visiting www.investorcentre.com.
To Virtually Attend the Meeting
- You can attend the meeting virtually by visiting the URL provided on the back of this document.
If you vote by the Internet, DO NOT mail back this proxy.
Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual.
Voting by mail or by Internet are the only methods by which a holder may appoint a person as proxyholder other than the Management Nominees named on the reverse of this proxy. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy.
To vote by the Internet, you will need to provide your CONTROL NUMBER listed below.
CONTROL NUMBER 123456789012345
022W7A
CPUQC01.E.INT/000001/i1234
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MR SAM SAMPLE
C1234567890
XXX 123
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Appointment of Proxyholder
I/We being holder(s) of securities of Telesat Corporation (the "Corporation") hereby appoint: Daniel S. Goldberg, or failing this person, Christopher DiFrancesco (the "Management Nominees")
OR
Print the name of the person you are appointing if this person is someone other than the Management Nominees listed herein.
Note: If completing the appointment box above YOU MUST go to http://www.computershare.com/telesat and provide Computershare with the name and email address of the person you are appointing. Computershare will use this information ONLY to provide the appointee with an invite code to gain entry to the online meeting.
as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the holder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and on all other matters that may properly come before the Annual General Meeting of shareholders of the Corporation to be held online at https://meetnow.global/MXJNQQV on June 17, 2025 at 2:00 p.m., Eastern Time and at any adjournment or postponement thereof.
VOTING RECOMMENDATIONS ARE INDICATED BY INCONLIDENTED TEXT OVER THE BOXES.
- Election of Directors
| For | Withhold | For | Withhold | For | Withhold | |||
|---|---|---|---|---|---|---|---|---|
| 01. Michael Boychuk | ☐ | ☐ | 02. Janet Yeung | ☐ | ☐ | 03. Jane Craighead | ☐ | ☐ |
| 04. Richard Fadden | ☐ | ☐ | 05. Daniel S. Goldberg | ☐ | ☐ | 06. Henry (Hank) Intven | ☐ | ☐ |
| 07. David Morin | ☐ | ☐ | 08. Dr. Mark H. Rachesky | ☐ | ☐ | 09. Guthrie Stewart | ☐ | ☐ |
| 10. Michael B. Targoff | ☐ | ☐ | For | Withhold |
- Appointment of Auditors
Appointment of Deloitte LLP Chartered Professional Accountants as Auditors of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration.
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Signature of Proxyholder
I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, and the proxy appoints the Management Nominees, this Proxy will be voted as recommended by Management.
If you are voting on behalf of a corporation you are required to provide your name and designation of office, e.g., ABC Inc. per John Smith, President.
Signature(s)
Date
DD/MM/YY
Signing Capacity
Interim Financial Statements – Mark this box if you would like to receive Interim Financial Statements and accompanying Management's Discussion and Analysis by mail.
Annual Financial Statements – Mark this box if you would like to receive the Annual Financial Statements and accompanying Management's Discussion and Analysis by mail.
Information Circular – Mark this box if you would like to receive the Information Circular by mail for the next securityholders' meeting.
If you are not mailing back your proxy, you may register online to receive the above financial report(s) by mail at www.computershare.com/mailinglist.
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