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Trulieve Cannabis Corp. Proxy Solicitation & Information Statement 2020

May 7, 2020

44309_rns_2020-05-06_7ff33a56-d3d8-4b89-9384-51cd735c533e.pdf

Proxy Solicitation & Information Statement

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Trulieve

TRULIEVE CANNABIS CORP.

ODYSSEY

Stock Exchange Tower

1230, 300 5th Ave SW

Calgary, AB T2P 3C4

Form of Proxy – Annual General Meeting to be held on June 2, 2020

Appointment of Proxyholder

I/We being the undersigned holder(s) of Trulieve Cannabis Corp. hereby appoint Kim Rivers or failing this person, Eric Powers

OR

Print the name of the person you are appointing if this person is someone other than the Management Nominees listed herein:

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 all other matters that may properly come before the Annual General Meeting of Trulieve Cannabis Corp. to be held at 3:00 p.m. at the offices of the Corporation at 3555 Timberlane School Road, Tallahassee, Florida and virtually at https://www.issuerdirect.com/virtual-event/trul or at any adjournment thereof.

1. Election of Directors. For Withhold For Withhold For Withhold
a. Kim Rivers b. Thad Beshears c. George Hackney
d. Richard May e. Michael O'Donnell f. Peter Healy
g. Susan Thronson h. Thomas Millner
2. Appointment of Auditors. To appoint MNP LLP as the auditors of the Corporation for the ensuing year and authorize the directors to fix the remuneration of the auditors For Withhold

Authorized Signature(s) – This section must be completed for your instructions to be executed.

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, this Proxy will be voted as recommended by Management.

Interim Financial Statements – Check the box to the right if you would like to RECEIVE Interim Financial Statements and accompanying Management's Discussion & Analysis by mail. See reverse for instructions to sign up for delivery by email.

Signature(s):

Date

MM / DD / YY

Annual Financial Statements – Check the box to the right if you would like to RECEIVE to receive the Annual Financial Statements and accompanying Management's Discussion and Analysis by mail.


This form of proxy is solicited by and on behalf of Management.

Proxies must be received by 3:00 p.m., EST, on May 29, 2020.

Notes to Proxy

  1. Each holder has the right to appoint a person, who need not be a holder, to attend and represent him or her at the Annual General Meeting. If you wish to appoint a person other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided on the reverse.
  2. If the securities are registered in the name of more than one holder (for example, joint ownership, trustees, executors, etc.) then all of the registered owners must sign this proxy in the space provided on the reverse. 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.
  3. This proxy should be signed in the exact manner as the name appears on the proxy.
  4. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
  5. 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, this proxy will be voted as recommended by Management.
  6. The securities represented by this proxy will be voted or withheld from voting, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
  7. This proxy confers discretionary authority in respect of amendments to matters identified in the Notice of Meeting or other matters that may properly come before the meeting.
  8. This proxy should be read in conjunction with the accompanying documentation provided by Management.

YOU MAY SUBMIT YOUR PROXY USING SECURE ONLINE VOTING AVAILABLE ANYTIME:

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To Vote Your Proxy Online please visit:

http://odysseytrust.com/Transfer-Agent/Login and click on VOTE. You will require the CONTROL NUMBER printed with your address to the right. If you vote by Internet, do not mail this proxy.

To Virtually Attend the Meeting:

You can attend the meeting virtually by visiting https://www.issuerdirect.com/virtual-event/trul and using your unique proxy control ID number. For further information on the virtual AGM and how to attend it, please view the management information circular of the company.

Shareholder Address and Control Number Here