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World Copper Ltd. — AGM Information 2022
Aug 23, 2022
45949_rns_2022-08-23_f30af854-57e4-47f5-816a-024c92197037.pdf
AGM Information
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WORLD COPPER LTD. Suite 2710 – 200 Granville Street Vancouver, British Columbia V6C 1S4
NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING
NOTICE IS HEREBY GIVEN that the annual general and special meeting (the " Meeting ") of holders (the " Shareholders ") of common shares in the capital of World Copper Ltd. (the " Company "), will be held at the offices of the Company at Suite 2710 – 200 Granville Street, Vancouver, British Columbia, Canada on September 27, 2022 at 9:00 a.m. (Vancouver time) for the following purposes:
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to receive and consider the audited financial statements of the Company for the fiscal year ended December 31, 2021 together with the report of the auditor thereon;
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to appoint Smythe LLP, Chartered Professional Accountants, as auditor of the Company for the fiscal year ending December 31, 2022 and to authorize the directors to fix the auditor's remuneration;
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to set the number of directors to be elected at five;
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to elect directors for the ensuing year;
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to consider and, if thought advisable, to pass with or without variation, an ordinary resolution ratifying and approving the Company's Amended Stock Option Plan;
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to consider and, if thought advisable, to pass, with or without variation, a special resolution, the full text of which is set forth in the accompanying management information circular, approving the adoption of new articles for the Company in substitution for the existing articles ; and
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to transact such other business as may properly come before the Meeting or any adjournment or postponement thereof.
The details of all matters proposed to be put before Shareholders at the Meeting are set forth in the management information circular accompanying this Notice of Meeting (the " Information Circular "). The directors of the Company have fixed August 15, 2022, as the record date for the Meeting (the " Record Date "). Only Shareholders of record at the close of business on the Record Date are entitled to vote at the Meeting or any adjournment or postponement thereof.
In light of the ongoing public health concerns related to the COVID-19 pandemic and for the health and safety of our shareholders, employees, advisors and other stakeholders, we strongly encourage Shareholders to vote in advance of the Meeting by proxy instead of attending the Meeting in person.
If you are a registered Shareholder, please exercise your right to vote by completing and returning the accompanying form of proxy and deposit it with Computershare Trust Company of Canada. Proxies must be completed, dated, signed and returned to Computershare Trust Company of Canada, Proxy Department, at 8th Floor, 100 University Avenue, Toronto, Ontario, Canada, M5J 2Y1 by 9:00 a.m. (Vancouver time) on September 23, 2022, or if the Meeting is adjourned or postponed, not less than 48 hours (excluding Saturdays, Sundays and holidays) before the date to which the Meeting is adjourned or postponed. Telephone, fax and internet voting can be completed by following the instructions on the accompanying form of proxy.
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Late proxies may be accepted or rejected by the Chairman of the Meeting at his discretion and the Chairman of the Meeting is under no obligation to accept or reject any particular late proxy. The Chairman of the Meeting may waive or extend the proxy cut-off without notice.
If you are a non-registered Shareholder, please follow the instructions from your bank, broker or other financial intermediary for instructions on how to vote your shares.
To help mitigate the risk of the spread of COVID-19, only registered shareholders, non-registered shareholders who have followed the procedures described in the Information Circular and their respective proxyholders will be entitled to attend the Meeting in person. You should not attend the Meeting if you or someone with whom you have been in close contact with are experiencing any cold or flu-like symptoms, or if you or someone with whom you have been in close contact has travelled to/from outside of Canada within the 14 days prior to the Meeting.
NOTICE-AND-ACCESS
The Company has elected to use the notice-and-access provisions under National Instrument 54-101 Communication with Beneficial Owners of Securities of a Reporting Issuer and National Instrument 51-102 Continuous Disclosure Obligations of the Canadian Securities Administrators (the " Notice-and-Access Provisions ") for the Meeting. The Notice-and-Access Provisions are a set of rules developed by the Canadian Securities Administrators that reduce the volume of materials that must be physically mailed to Shareholders by allowing the Company to post the Information Circular and any additional materials online. Shareholders will still receive this Notice of Meeting and a form of proxy and may choose to receive a paper copy of the Information Circular. The Company will not use the procedure known as "stratification" in relation to the use of Notice-and-Access Provisions. Stratification occurs when a reporting issuer using the Notice-and-Access Provisions provides a paper copy of the Information Circular to some shareholders with this notice package. In relation to the Meeting, all Shareholders will receive the required documentation under the Notice-and-Access Provisions, which will not include a paper copy of the Information Circular.
Please review the Information Circular carefully and in full prior to voting as the Information Circular has been prepared to help you make an informed decision on the matters to be acted upon. The Information Circular is available under the Company's profile on SEDAR at www.sedar.com and at https://worldcopperltd.com.
Any Shareholder who wishes to receive a paper copy of the Information Circular should contact the Company at Suite 2710 – 200 Granville Street, Vancouver, British Columbia, Canada, V6C 1S4, Attention: Marla Ritchie, Corporate Secretary, or by telephone at 604-638-3287. Shareholders may also use the toll-free number (1-888331-0096) to request a copy of the Information Circular and obtain additional information about the Noticeand-Access Provisions.
In order to ensure that a paper copy of the Information Circular can be delivered to a requesting Shareholder in time for such shareholder to review the Information Circular and return a voting instruction form or proxy prior to the deadline, it is strongly suggested that a Shareholder ensure their request is received no later than September 9 , 2022 .
DATED at Vancouver, British Columbia, this 15th day of August, 2022.
BY ORDER OF THE BOARD OF DIRECTORS
Hendrik van Alphen Chairman and Director