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Dollarama Inc. — Proxy Solicitation & Information Statement 2025
May 6, 2025
46470_rns_2025-05-06_6e3363d1-f04f-48a0-a361-7dc702b63176.pdf
Proxy Solicitation & Information Statement
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DOLLARAMA
NOTICE OF 2025 ANNUAL MEETING OF SHAREHOLDERS AND NOTICE OF AVAILABILITY OF THE MATERIALS
NOTICE IS HEREBY GIVEN that the annual meeting of the shareholders (the "Meeting") of Dollarama Inc. ("Dollarama" or the "Corporation") will be held in a virtual-only format, via live audio webcast, on June 11, 2025 at 9:00 a.m. (Montreal time) at www.virtualshareholdermeeting.com/DOLR2025 for the purposes of:
(1) receiving the consolidated financial statements of the Corporation for the fiscal year ended February 2, 2025 ("Fiscal 2025"), together with the independent auditor's report thereon (see page 10 of the accompanying management proxy circular (the "Circular"));
(2) electing the ten (10) directors named in the Circular for the ensuing year (see page 10 of the Circular);
(3) appointing the auditor of the Corporation for the ensuing year and authorizing the directors to fix its remuneration (see page 11 of the Circular);
(4) considering an advisory non-binding resolution on the Corporation's approach to executive compensation, as more particularly described in the Circular (see page 12 of the Circular);
(5) considering the shareholder proposals set forth in Schedule B of the Circular (see page 13 of the Circular); and
(6) transacting such other business as may properly come before the Meeting or any adjournment thereof.
Additional information on matters to be put before the Meeting is set forth in the Circular.
Shareholders are entitled to receive notice and to vote at the Meeting if they were shareholders as at the close of business on the record date, being April 17, 2025.
By following the instructions set forth in the Circular and logging on to www.virtualshareholdermeeting.com/DOLR2025, shareholders will be able to attend the Meeting live, submit questions and vote their shares while the Meeting is being held.
Registered and non-registered shareholders entitled to vote at the Meeting may vote by proxy in advance of the Meeting. However, only registered shareholders and duly appointed proxyholders (including non-registered shareholders who have duly appointed themselves as proxyholder) will be entitled to vote at the Meeting during the live audio webcast. Non-registered shareholders who have not duly appointed themselves as proxyholders will be able to attend the Meeting and ask questions but will not be able to vote. Guests will be able to attend the Meeting but will not be able to submit questions, vote their shares (if any) or otherwise participate in the Meeting.
Please note that shareholders and duly appointed proxyholders will need the 16-digit control number indicated on the form of proxy or voting instruction form accompanying this Notice or the 8-character Appointee Identification Number, as applicable, in order to log on to the Meeting as "Shareholder" or "Proxyholder/Appointee". Otherwise, they will have to log on as "Guests". Please refer to the accompanying Circular for additional details on how to appoint yourself as proxyholder and how to log on to the Meeting.
Regardless of whether or not shareholders are able to attend the Meeting (or any adjournment thereof) via the live audio webcast, shareholders are strongly encouraged to complete, date, sign and return the accompanying form of proxy or voting instruction form, as applicable, in accordance with the instructions set out on such form and in the Circular, or alternatively to vote over the Internet or by telephone, at their discretion, in accordance with the instructions provided on such form and in the Circular. To be used at the Meeting, proxies must be received by 9:00 a.m. (Montreal time) two (2) business days prior to the Meeting, being June 9, 2025, or, if the Meeting is adjourned
or postponed, by not less than 48 hours (excluding Saturdays, Sundays and holidays) before the time and date of the adjourned or postponed meeting.
The Corporation is using the notice-and-access procedures permitted by Canadian securities laws for the delivery of the Circular, the management's discussion and analysis, the consolidated financial statements of the Corporation and the auditor's report for Fiscal 2025, and other related materials of the Meeting (the "Proxy Materials") to shareholders. The Corporation is also using the notice-and-access procedures in accordance with Section 13(2) of the Fighting Against Forced Labour and Child Labour in Supply Chains Act for the delivery of the annual report for Fiscal 2025 (collectively with the Proxy Materials, the "Materials") pursuant to Section 11 of such Act. Under the notice-and-access procedures, instead of receiving paper copies of the Materials, shareholders receive a copy of this notice of 2025 annual meeting of shareholders and notice of availability of the materials (the "Notice of Meeting") (which provides information on how to access copies of the Materials, how to request a paper copy of the Materials and details about the Meeting) and a form of proxy or voting instruction form, as applicable. Adopting the notice-and-access procedures facilitates access to the Materials and contributes to the protection of the environment by reducing the amount of paper sent to shareholders.
The Materials will be available online at https://materials.proxyvote.com/25675T, in French and in English, on the Corporation's website at www.dollarama.com and on SEDAR+ under the Corporation's profile at www.sedarplus.ca.
Shareholders may request a paper copy of the Materials by mail, free of charge, by calling Broadridge Investor Communications Corporation ("Broadridge") toll free at 1-877-907-7643 (Canada and U.S.) or 303-562-9305 for English and 303-562-9306 for French (international), either before or after the Meeting. Shareholders will be asked to enter the 16-digit control number indicated on the form of proxy or voting instruction form they received with this Notice of Meeting to request a paper copy of the Materials.
To receive the Proxy Materials in advance of the voting deadline and the Meeting date, requests for paper copies must be received by no later than May 23, 2025. If a shareholder requests a paper copy of the Materials, please note that another form of proxy or voting instruction form will not be sent; please retain the one received with this Notice of Meeting for voting purposes.
The Corporation elected to conduct the Meeting virtually again this year. While the Corporation has considered the concerns expressed by certain stakeholders regarding virtual only meetings, the Corporation believes that such a format encourages participation by all shareholders, regardless of their geographic location, and gives all shareholders an equal opportunity to participate in the Meeting. We remain committed to ensuring that shareholder meetings encourage shareholder participation and engagement and to facilitating the exercise by all shareholders of their rights to vote, attend and participate at the Meeting. We believe that the use of technology-enhanced shareholder communications will facilitate individual investor participation, making the Meeting accessible and engaging for all involved. The platform chosen to hold the Meeting allows for all shareholders to attend the Meeting through a single sign-on process, to follow deliberations in the language of their choice, and to ask questions. Shareholders may also submit their questions in writing before the Meeting through [email protected]. The Corporation welcomes feedback on the Meeting and will welcome other opportunities to engage with its shareholders throughout the year, as will be described in the Circular.
If you have any questions regarding this Notice of Meeting, the notice-and-access procedures or the Meeting procedures, please contact Broadridge at 1-844-916-0609 for English and 1-844-973-0593 for French (Canada and U.S.) or 303-562-9305 for English and 303-562-9306 for French (international).
For any technical difficulties experienced during the registration, authentication or voting process or during the Meeting, please call the technical support number posted on the Meeting log-in page.
Dated at Montreal, Quebec, this 15th day of April 2025.
By order of the board of directors,
(signed) Laurence L'Abbé
Laurence L'Abbé
Senior Vice-President, Legal Affairs and Corporate Secretary