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ImagineAR Inc. Proxy Solicitation & Information Statement 2018

Nov 22, 2018

46961_rns_2018-11-22_8f012e05-1799-4cc4-8593-7d8e19c6da49.pdf

Proxy Solicitation & Information Statement

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NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING

Notice is hereby given that the Annual General and Special Meeting (the “ Meeting ”) of the shareholders of Imagination Park Entertainment Inc. (the “ Company ”) will be held on Thursday, December 20, 2018 at DLA Piper LLP, Suite 6000, 1 First Canadian Place, 100 King Street West, Toronto, Ontario, Canada, at the hour of 11:00 a.m. (Eastern Standard Time) for the following purposes:

  1. To receive the audited annual financial statements of the Company for its financial year ended August 31, 2017;

  2. To fix the number of directors of the Company at three (3);

  3. To elect the directors of the Company for the ensuing year;

  4. To re-appoint Wolrige Mahon LLP, Chartered Accountants, as the Company’s auditor for the ensuing financial year and to authorize the directors to set the auditor’s remuneration;

  5. To consider, and if thought fit, to pass a resolution to approve the adoption of the Company’s Restricted Share Unit and Deferred Share Unit Plan, as more particularly described in the accompanying Information Circular;

  6. To consider, and if thought advisable, pass a resolution to authorize management to proceed with a name change, if and when they deem advisable, of the Company to “Imagination Park Technologies Inc.”.

  7. To consider, and if thought advisable, to pass a resolution to authorize management to proceed with the continuance from the provincial jurisdiction of the Business Corporations Act (British Columbia) to the federal jurisdiction of the Canada Business Corporations Act; and

  8. To approve the transaction of such other business as may properly come before the Meeting.

Accompanying this Notice of Meeting is an Information Circular and Instrument of Proxy. The Information Circular provides additional information relating to the matters to be dealt with at the Meeting and is deemed to form part of this Notice. A Registered Shareholder who is unable to attend the Meeting in person is entitled to appoint a proxyholder to attend and vote in his stead. If you cannot be personally present, please refer to the notes accompanying the Instrument of Proxy enclosed and then complete and deposit the Instrument of Proxy with Computershare Investor Services Inc., 100 University Avenue, 9th Floor, Toronto, Ontario, M5J 2Y1, Fax: Within North America: 1-866-249-7775, Outside North America: (416) 263-9524 within the time set out in the notes, as set out below.

The Instrument of Proxy must be signed by the Registered Shareholder or by his or her attorney authorized in writing, or, if the Registered Shareholder is a corporation, by an officer or director thereof as an authorized signatory. The completed Instrument of Proxy must be deposited at the office of Computershare Investor Services Inc. at least 48 hours before the time of the Meeting (excluding Saturdays, Sundays and holidays), or any adjournment thereof.

The enclosed Instrument of Proxy is solicited by management but you may amend it, if you so desire, by striking out the names of the management proxyholders shown and inserting in the space provided the name of the person you wish to represent you at the Meeting.

DATED at Vancouver, British Columbia, this 8th day of November, 2018.