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Troubadour Resources Inc. Proxy Solicitation & Information Statement 2026

Feb 19, 2026

47508_rns_2026-02-18_b81452a4-893d-44d3-9d8d-be487418fad2.pdf

Proxy Solicitation & Information Statement

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BOLT METALS CORP. NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that the annual general and special meeting (the "Meeting") of the shareholders of Bolt Metals Corp. (the "Company") will be held as a virtual shareholders' meeting via live audio conference at 1-605-313-9651, access code 5608876#, on Thursday, August 7, 2025 at 11:00 AM (Pacific), for the following purposes:

    1. to receive the audited consolidated financial statements of the Company for the years ended December 31, 2024 and 2023 and the report of the auditors thereon;
    1. to fix the number of directors of the Company to be elected at the Meeting;
    1. to elect the directors of the Company to hold office until the next annual meeting of shareholders;
    1. to appoint Davidson & Company LLP, Chartered Professional Accountants, as auditors to hold office until the next annual meeting of shareholders at a remuneration to be fixed by the board of directors;
    1. to consider and, if thought advisable, to pass, with or without variation, a special resolution authorizing the Company to consolidate its issued and outstanding common shares on the basis of twenty-five (25) pre-consolidation common shares for one (1) post-consolidation common share, or such lesser ratio as may be determined by Board in its sole discretion and as may be permitted by applicable regulatory authorities; and
    1. to transact such other business as may properly come before the Meeting or any adjournments or postponements thereof.

This notice is accompanied by a management information circular and form of proxy or voting instruction form, as applicable.

The board of directors of the Company has by resolution fixed the close of business on July 3, 2025 as the record date, being the date for the determination of the registered holders of the common shares of the Company entitled to notice of and to vote at the Meeting and any adjournments or postponements thereof.

Registered shareholders who are unable to attend the Meeting are requested to complete, date, sign, and return the enclosed form of proxy so that as large a representation as possible may be had at the Meeting. A shareholder wishing to be represented by proxy at the Meeting or any adjournment or postponement thereof must deposit his/her/its duly completed and executed form of proxy with the Company's registrar and transfer agent, Endeavor Trust Corporation, 702 – 777 Hornby Street, Vancouver, British Columbia, V6Z 1S4, by mail, or by fax at 604-559-8908, or by email at [email protected], not later than 48 hours (excluding Saturdays, Sundays, and holidays) before the time of the Meeting or adjournments or postponements thereof at which the proxy is to be used.

The Company has made arrangements to hold the Meeting as a completely virtual meeting, which will be conducted via live audio conference, where all shareholders regardless of geographic location and equity ownership will have an equal opportunity to participate at the Meeting and engage with directors and management of the Company 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 vote at the Meeting. Beneficial shareholders (being shareholders who hold their securities through a broker, investment dealer, bank, trust company, custodian, nominee, or other intermediary) who have not duly appointed themselves as proxyholders will be able to attend, but will not be able to vote at the Meeting.

As a shareholder of the Company, it is very important that you read the management information circular of the Company dated July 3, 2025 and other Meeting materials carefully. They contain important information with respect to voting your securities and attending and participating at the Meeting.

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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. If you wish that a person other than the management nominees identified on the form of proxy or voting instruction form attend the Meeting as your proxy and vote your shares, including if you are a non-registered shareholder and wish to appoint yourself as proxyholder to vote at the Meeting, you MUST identify such proxyholder on your form of proxy or voting instruction form.

DATED at Vancouver, British Columbia as of the 3rd day of July, 2025.

BY ORDER OF THE BOARD OF DIRECTORS

"/s/ Branden Haynes" Branden Haynes Chief Executive Officer and Director