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Computer Modelling Group Ltd. — Proxy Solicitation & Information Statement 2025
Aug 1, 2025
43491_rns_2025-08-01_4e0b3b66-03ca-45ce-9392-286a15db8954.pdf
Proxy Solicitation & Information Statement
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COMPUTER MODELLING GROUP LTD
(the “Corporation”)
FORM OF PROXY
Annual General Meeting to be held on September 4, 2025, 10:00 AM (MDT) Meeting to be held virtually at www.agmcmeeting.com
(the “Meeting”) Proxies must be received by 10:00 AM (MDT) on September 2, 2025
VOTING METHOD
| INTERNET | Go tohttps://css.olympiatrust.com/pxloginand enter the 12-digit control number shown on reverse. |
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| [email protected] | |
| FACSIMILE | (403) 668-8307 |
| Olympia Trust Company Suite 4000, 520 - 3rd Avenue SW, Calgary, Alberta T2P 0R3 Attn: Proxy Dept. |
The undersigned hereby appoints Pramod Jain, or failing him, Sandra Balic , Executive Officers of the Corporation (the “Management Nominees”), or instead of any of them, the following Appointee
Please print appointee name
as proxyholder on behalf of the undersigned with the power of substitution to attend, act and vote for and on behalf of the undersigned in respect of all matters that may properly come before the Meeting and at any adjournment(s) or postponement(s) thereof, in accordance with voting instructions, if any, provided below.
- SEE VOTING GUIDELINES ON REVERSE -
RESOLUTIONS – MANAGEMENT VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT
| 1. Number of Directors | FOR |
AGAINST |
|---|---|---|
| To set the number of directors to be elected at the Meeting at eight (8). | | |
| 2. Election of Directors | FOR | WITHHOLD |
| a) Christine (Tina) M. Antony b) Alexander M. Davern c) Kenneth M. Dedeluk d) Anuroop Duggal e) Pramod Jain f) Peter H. Kinash g) Andrew Pastor h) Birgit Troy |
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| 3. Appointment of Auditors | FOR | WITHHOLD |
| Appointment of KPMG LLP, Chartered Professional Accountants as Auditors of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration. |
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| This proxy revokes and supersedes all earlier dated proxies andMUST BE SIGNED | |
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| Request for Financial Statements In accordance with securities regulations, security holders may elect to receive Instead of receiving the financial statements by mail, you may choose to I am currently a security holder of the Company and as such request th PLEASE PRINT NAME |
Annual Financial Statements, Interim Financial Statements and MD&As. view these documents on SEDAR+ at www.sedarplus.ca. e following: Signature of registered owner(s) Date (MM/DD/YYYY) |
| Interim Financial Statements with MD&A –Check the box to the right if you would like toRECEIVEinterim financial statements and accompanying Management’s Discussion & Analysis by mail. |
Annual Financial Statements with MD&A –Check the box to the right if you would like toDECLINEto receive the Annual Financial Statements and accompanying Management’s DiscussionandAnalysis bymail. |
Proxy Voting – Guidelines and Conditions
Voting Methods
1. THIS PROXY IS SOLICITED BY MANAGEMENT OF THE COMPANY.
Go to
2. THIS PROXY SHOULD BE READ IN CONJUNCTION WITH THE MEETING MATERIALS PRIOR TO VOTING.
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If you appoint the Management Nominees to vote your securities, they will vote in accordance with your instructions or, if no instructions are given, in accordance with the Management Voting Recommendations highlighted for each Resolution on the reverse. If you appoint someone else to vote your securities, they will also vote in accordance with your instructions or, if no instructions are given, as they in their discretion choose.
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Each security holder has the right to appoint a person other than the Management Nominees specified herein to represent them at the Meeting or any adjournment or postponement thereof . Such right may be exercised by inserting in the space labeled “ Please print appointee name ”, the name of the person to be appointed, who need not be a security holder of the Company.
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The persons named in the enclosed proxy will have discretionary authority with respect to any amendments or variations of the matters of business to be acted on at the meeting or any other matters properly brought before the meeting or any adjournment or postponement thereof, in each instance, to the extent permitted by law, whether or not the amendment, variation or other matter that comes before the meeting is routine and whether or not the amendment, variation or other matter that comes before the meeting is contested.
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To be valid, this proxy should be signed in the exact manner as the name appears on the proxy. If the proxy is not dated, it is deemed to bear the date of its mailing to the security holders of the Company.
https://css.olympiatrust.com/pxlogin and enter the 12-digit control number shown above.
To vote using your smartphone, please scan this QR code below: INTERNET
EMAIL [email protected] FACSIMILE (403) 668-8307 MAIL Olympia Trust Company PO Box 128, STN M Calgary, AB T2P 2H6
- To be valid, this proxy must be filed using one of the Voting Methods and must be received by Olympia Trust Company before the date noted on the reverse, or in the case of any adjournment or postponement of the Meeting not less than 48 hours (Saturdays, Sundays and holidays excepted) before the time of the adjourned or postponed meeting.
8. Guidelines for proper execution of the proxy are available at www.stac.ca. Please refer to the Proxy Protocol.