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Zedcor Inc. — Proxy Solicitation & Information Statement 2026
Apr 14, 2026
46905_rns_2026-04-14_a51caab6-fc6d-4ca5-9bea-26be7b847b0c.pdf
Proxy Solicitation & Information Statement
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Zedcor
ZEDCOR INC. - NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS
NOTICE IS HEREBY GIVEN THAT the Annual General and Special meeting (the "Meeting") of holders of common shares ("Shareholders") of Zedcor Inc. (the "Corporation" or "Zedcor") will be held at Dentons Canada LLP, 1500 Bankers Court, 850 – 2nd Street S.W., Calgary, Alberta on May 21, 2026, at 10:00 a.m. (Calgary time), for the following purposes:
- to receive the audited financial statements of the Corporation for the year ended December 31, 2025 and the report of the auditors thereon;
- to pass an ordinary resolution to fix the number of directors of the Corporation to be elected at the Meeting for the ensuing year at five (5);
- to elect the nominees to the board of directors of the Corporation (the "Board") for the ensuing year, as set out in the management information circular (the "Circular") prepared for the purposes of the Meeting;
- to appoint MNP LLP, Chartered Professional Accountants, of Calgary, Alberta, as auditor of the Corporation for the ensuing year and to authorize the Board to fix their remuneration;
- to consider, and, if thought advisable, to pass, with or without variation, an ordinary resolution, the full text of which is set forth in the Circular, to approve the Corporation's stock option plan;
- to consider and, if thought advisable, to pass, with or without variation, an ordinary resolution, the full text of which is set forth in the Circular, to approve the Corporation's restricted share unit and deferred share unit plan;
- to consider and, if thought advisable, to pass, with or without variation, an ordinary resolution, the full text of which is set forth in the Circular, to approve the Corporation's shareholder rights plan agreement; and
- to transact such other business as may be properly brought before the Meeting or any adjournments or postponements thereof.
The details of all matters proposed to be put before Shareholders at the Meeting are set forth in the Circular and Instrument of Proxy accompanying this Notice of Meeting. At the Meeting, Shareholders will be asked to approve each of the foregoing items.
Only Shareholders of record at the close of business on April 6, 2026 are entitled to notice of and attend the Meeting or any adjournment or postponement thereof and to vote thereat. A Shareholder may attend the Meeting in person or may be represented thereat by proxy. A form of proxy for use at the Meeting or any adjournment or postponement thereof is enclosed with this notice. Shareholders who are unable to attend the Meeting are requested to date, sign and return the enclosed form of proxy to the Corporation's transfer agent (the "Transfer Agent"), Computershare Trust Company of Canada, 135 West Beaver Creek, PO Box 300, Richmond Hill, Ontario L4B 4R5, Attention: Proxy Department, in the enclosed self-addressed envelope. Alternatively, you may vote by telephone at 1-866-732-8683 (inside North America) or (312) 588-4290 (outside North America). If you wish to vote through the Internet, please go to www.investorvote.com and follow the instructions. In order to be valid,
your proxy or voting instructions must be received at least forty-eight (48) hours, excluding Saturdays, Sundays and holidays, prior to the time of the Meeting or any adjournment or postponement thereof.
DATED this 10th day of April, 2026.
BY ORDER OF THE BOARD OF DIRECTORS
(signed) "Todd Ziniuk"
President, Chief Executive Officer and Director