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Thunderbird Entertainment Group AGM Information 2020

Nov 12, 2020

43831_rns_2020-11-12_deb76238-43f4-402a-8165-df3fb63f6f4f.pdf

AGM Information

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THUNDERBIRD ENTERTAINMENT GROUP INC.

123 West 7[th] Ave Vancouver, British Columbia V5Y 1L8

NOTICE OF ANNUAL AND SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the annual general and special meeting (the “ Meeting ”) of the shareholders of Thunderbird Entertainment Group Inc. (hereinafter called the “ Company ”) will be held on Tuesday December 8, 2020 at 10:00 a.m. (Vancouver time) in a virtual only format where shareholders may attend and participate in the Meeting via live audio webcast for the following purposes:

  1. To receive and consider the audited financial statements of the Company for the fiscal year ended June 30, 2020, and the auditor’s report thereon.

  2. To elect directors for the ensuing year and to fix the number of directors for the ensuing year at nine (9).

  3. To re-approve the Company’s stock option plan, as more particularly described under the heading “ Particulars of Other Matters to be Acted Upon – Re-Approval of Stock Option Plan ” in the accompanying management information circular (the “ Information Circular” ).

  4. To appoint PricewaterhouseCoopers LLP, Chartered Professional Accountants as the Company’s auditor for the ensuing year and to authorize the directors to fix the remuneration to be paid to the auditor.

  5. To transact such other business as may properly be transacted at the Meeting or at any adjournment thereof.

Accompanying this notice of meeting is the Information Circular and form of proxy. These Meeting materials can also be viewed at www.sedar.com.

This year, in response to the global COVID-19 pandemic, the Company is holding the Meeting as a completely virtual meeting, which will be conducted via live webcast, where all shareholders regardless of geographic location and equity ownership will have an equal opportunity to participate at the Meeting and engage with directors of the Company and management as well as other shareholders. Shareholders will not be able to attend the Meeting in person. Registered shareholders and duly appointed proxyholders will be able to attend, participate and vote at the Meeting online at https://web.lumiagm.com/237847124. Beneficial shareholders (being shareholders who hold their Shares through a broker, investment dealer, bank, trust company, custodian, nominee or other intermediary) who have not duly appointed themselves as proxyholder will be able to attend as a guest and view the webcast but not be able to participate or vote at the Meeting.

As a shareholder of the Company, it is very important that you read the accompanying Information Circular and other Meeting materials carefully. They contain important information with respect to voting your shares and attending and participating at the Meeting.

A shareholder who wishes to appoint a person other than the management nominees identified on the form of proxy or voting instruction form, to represent him, her or it at the Meeting may do so by inserting such person's name in the blank space provided in the form of proxy or voting instruction form and following the instructions for submitting such form of proxy or voting instruction form. This must be completed prior to registering such proxyholder, which is an additional step to be completed once you have submitted your form of proxy or voting instruction form. If you wish that a person other than the management nominees identified on the form of proxy or voting instruction form attend and participate at the Meeting as your proxy and vote your shares, including if you are a nonregistered shareholder and wish to appoint yourself as proxyholder to attend, participate and vote at the Meeting, you MUST register such proxyholder after having submitted your form of proxy or voting instruction form identifying such proxyholder. Failure to register the proxyholder will result in the proxyholder not receiving a Username to participate in the Meeting. Without a Username, proxyholders will not be able to attend, participate or vote at the Meeting. To register a proxyholder, shareholders MUST send an email to [email protected] and provide Odyssey Trust Company (" Odyssey ") with their proxyholder's contact information, amount of shares appointed, name in which the

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shares are registered if they are a registered shareholder, or name of broker where the shares are held if a beneficial shareholder, so that Odyssey may provide the proxyholder with a Username via email.

The decision to conduct a virtual Meeting was made with the health and safety of the Company’s shareholders, employees, and community in mind. The Company intends to return to a traditional meeting format for its 2021 annual general meeting.

DATED at Vancouver, British Columbia, this 31[st] day of October, 2020.

By Order of the Board of Directors

(signed) “Jennifer Twiner McCarron” Jennifer Twiner McCarron Chief Executive Officer and Director