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Tiny Ltd. — AGM Information 2022
Jun 2, 2022
47831_rns_2022-06-02_c1f0292c-86be-4d9d-8b58-0f3fe067b1e5.pdf
AGM Information
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WECOMMERCE HOLDINGS LTD. NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS
NOTICE IS HEREBY GIVEN that the annual general and special meeting (“ Meeting ”) of the holders of Class A Common Shares (“ Common Shares ” or “ Shares ”) of WeCommerce Holdings Ltd. (“ Company ” or “ WeCommerce ”) will be held on Thursday, June 23, 2022 at 10:30 a.m. (Vancouver time). Due to the outbreak of the coronavirus (“ COVID-19 ”), this year’s Meeting will be held virtually via Webcast at the following link: https://event.choruscall.com/mediaframe/webcast.html?webcastid=iPvgTTS2. In addition, to cast a vote at the Meeting or to address the Meeting, shareholders will be required to join the Meeting through the following dial-in numbers: 877-407-6184 or +1-201-389-0877.
The Meeting is being held for the following purposes (which are further described in the Company’s information circular (the “ Information Circular ”) available on SEDAR at www.sedar.com):
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to receive the audited annual financial statements of the Company for the financial year ended December 31, 2021, together with the report of the auditor’s thereon;
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to fix the number of directors at five (5);
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to elect the directors of the Company until the next annual general meeting of shareholders. For more information, see “ Matters to be Considered at the Meeting – Election of Directors ” in the Information Circular;
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to appoint KPMG LLP (“ KPMG ”) as auditor of the Company for the ensuing year and to authorize the directors of the Company to approve the remuneration of the auditor. For more information, see “ Matters to be Considered at the Meeting – Appointment of Auditor ” in the Information Circular;
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to consider and, if deemed advisable, pass, with or without variation, a resolution of shareholders approving the Company’s new equity incentive compensation plan (the “ New Omnibus Plan ”), the full text of which is set forth in Schedule “A” to the Information Circular. For more information, see “ Matters to be Considered at the Meeting – Approval of New Omnibus Plan ” in the Information Circular; and
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to transact such other business as may properly be brought before the Meeting or any adjournment or postponement thereof.
Shareholders should refer to the Information Circular for more detailed information with respect to the matters to be considered at the Meeting.
This year, out of an abundance of caution, to proactively deal with the public health impact of the COVID-19 outbreak and to mitigate the risks to the health and safety of our communities, shareholders, employees and other stakeholders, our Meeting will be conducted via Webcast at the following link: https://event.choruscall.com/mediaframe/webcast.html?webcastid=iPvgTTS2; however, to cast a vote at the Meeting or to address the Meeting, shareholders will be required to join the Meeting through the following dial-in numbers: 877-407-6184 or +1-201-389-0877, or by finding their local dial in number at https://www.incommconferencing.com/international-dial-in. Instructions will be provided at the beginning of the Webcast as to how shareholders entitled to vote at the Meeting may participate and vote at the Meeting. Further, shareholders will not be able to physically attend the Meeting in person and will not be able to vote in person at the Meeting.
The record date for determining the Company shareholders entitled to receive notice of and vote at the Meeting is the close of business on May 12, 2022 (the " Record Date "). Only Company shareholders of record as at the Record Date are entitled to receive notice of the Meeting and to attend and vote at the Meeting or any adjournment or postponement thereof.
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A registered shareholder or their duly appointed proxy may attend the Meeting virtually via Webcast and vote via telephone. Shareholders unable to attend the Meeting or any adjournment or postponement thereof are requested to date, sign and return the accompanying instrument of proxy (“ Instrument of Proxy ”) for use at the Meeting or any adjournment or postponement thereof. To be effective, an Instrument of Proxy must be mailed to Computershare Trust Company of Canada, Attention: Proxy Department, 8th Floor, 100 University Avenue, Toronto, Ontario, M5J 2Y1 and received by Computershare Trust Company of Canada not later than forty-eight (48) hours (excluding Saturdays, Sundays and statutory holidays in the City of Vancouver, British Columbia) prior to the time set for the Meeting or any adjournment or postponement thereof, unless the Chair of the Meeting elects to exercise discretion to accept Instruments of Proxy received subsequently. Alternatively, Company shareholders may vote by telephone at 1-866732-VOTE (8683) (toll free within North America) or 1-312-588-4290 (outside North America), by facsimile to 1- 866-249-7775 or 1-416-263-9524 (if outside North America), or by internet using the 15 digit control number located at the bottom of the proxy at www.investorvote.com, provided such votes are received by Computershare Trust Company of Canada not later than forty-eight (48) hours (excluding Saturdays, Sundays and statutory holidays in the City of Vancouver, British Columbia) prior to the time set for the Meeting or any adjournment or postponement thereof, unless the Chair of the Meeting elects to exercise discretion to accept votes received subsequently. All voting instructions are listed in the Instrument of Proxy.
If you are not a registered shareholder of the Company and received this Notice and the Information Circular through your broker or another intermediary, please complete and return the accompanying Instrument Proxy or Voting Instruction Form provided to you by such broker or other intermediary, in accordance with the instructions provided therein.
DATED this 19[th] day of May, 2022
BY ORDER OF THE BOARD OF DIRECTORS OF WeCommerce Holdings Ltd. (signed) “ Alexander Persson ” Chief Executive Officer