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Western Exploration Inc. Proxy Solicitation & Information Statement 2018

May 8, 2018

42826_rns_2018-05-08_1a0c2d32-0668-49cd-9401-6bb226d6b16e.pdf

Proxy Solicitation & Information Statement

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CRYSTAL PEAK MINERALS INC.

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that an annual and special meeting (the “ Meeting ”) of the shareholders (“ Shareholders ”) of common shares (“ Common Shares ”) of Crystal Peak Minerals Inc. (the “ Corporation ”) will be held at Cassels Brock & Blackwell LLP, 2100 Scotia Plaza, 40 King Street West, Toronto, Ontario M5H 3C2, at 10:30 a.m. (Toronto time), on June 12, 2018, for the following purposes:

  • (a) To receive and consider the audited consolidated financial statements of the Corporation for the year ended December 31, 2017, together with the report of the auditors thereon;

  • (b) To reappoint PricewaterhouseCoopers LLP as auditors of the Corporation for the ensuing year and to authorize the directors to fix their remuneration;

  • (c) To elect the directors for the Corporation for the ensuing year;

  • (d) To consider and, if deemed appropriate, to pass, an ordinary resolution to reapprove the stock option plan implemented by the Corporation in March 2010 in which 10% of the issued Common Shares of the Corporation are reserved for issuance to directors, officers, employees, and other service providers of the Corporation; and

  • (e) To transact such other business as may properly be brought before the Meeting.

An “ ordinary resolution ” is a resolution passed by at least a majority of the votes cast by Shareholders who voted in respect of that resolution at the Meeting.

Accompanying this Notice of Meeting is a management information circular (the “ Information Circular ”), a form of proxy (the “ Proxy ”), and a supplemental mailing card. The Information Circular includes more detailed information relating to the matters to be addressed at the Meeting. The Information Circular is deemed to form a part of this Notice of Meeting.

Shareholders unable to attend the Meeting in person should read the notes to the Proxy and complete and return the Proxy to the Corporation’s registrar and transfer agent, TSX Trust Company at 200 University Ave., Suite 300, Toronto, Ontario M5H 4H1. A Proxy will not be valid unless it is deposited at the office of TSX Trust Company by 10:30 a.m. (Toronto time) on June 8, 2018 or not less than 48 hours (excluding Saturdays, Sundays, and holidays) prior to the commencement of the Meeting or any adjournments or postponements thereof. Late proxies may be accepted or rejected by the chairman of the Meeting in his discretion, and the chairman is under no obligation to accept or reject any particular late Proxy.

If you are a non-registered Shareholder of the Corporation and received these materials through your broker or another intermediary, please complete and return the Proxy or other voting form in accordance with instructions provided to you by your broker or such other intermediary.

The enclosed Proxy appoints nominees of management as proxyholder and you may amend the Proxy, if you wish, by inserting in the space provided the name of the person you wish to represent you as proxyholder at the Meeting.

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The record date for the determination of Shareholders entitled to receive notice of, and to vote at, the Meeting or any adjournments or postponements thereof is April 30, 2018 (the “ Record Date ”). Shareholders whose names have been entered in the register of Shareholders at the close of business on the Record Date will be entitled to receive notice of, and to vote, at the Meeting or any adjournments or postponements thereof.

DATED this 8th day of May, 2018.

BY ORDER OF THE BOARD OF DIRECTORS OF CRYSTAL PEAK MINERALS INC.

(signed) “John Mansanti”

President, Chief Executive Officer, and Director

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