Corporate AGM Circular Template

CORPORATE ANNUAL GENERAL MEETING CIRCULAR

Recitals

WHEREAS the Board of Directors of Company Name: (the "Company") has determined that it is advisable and in the best interests of the Company to call and hold an annual general meeting of shareholders;

WHEREAS the Board has approved the form and content of this Circular setting out the Notice of Meeting, proposed agenda items, explanatory notes and voting procedures required to solicit shareholder approval of certain matters to be presented at the Annual General Meeting;

WHEREAS the Company has engaged the Service Provider named below to prepare, distribute and coordinate the meeting materials and related services pursuant to the Scope of Work and Payment Terms set forth in this Circular.

Notice of Annual General Meeting

NOTICE IS HEREBY GIVEN that the Annual General Meeting of the shareholders of the Company will be held on Date: at Time: at Location: .

Record Date for determination of shareholders entitled to notice and to vote: Record Date: .

Agenda and Resolutions

The business of the Meeting will include consideration of the following matters:

1. Receipt of Financial Statements and Reports

2. Election or Re-election of Directors

3. Appointment of Auditors and Authorization of Board to Fix Remuneration

4. Special Business (if any): Amendments to Articles or Other Matters Requiring Special Approval

Proxy Voting Instructions (Template)

A shareholder entitled to attend and vote at the Meeting may appoint a proxy to attend, speak and vote in his or her stead. To appoint a proxy, complete the information below and deliver this form in accordance with the Company's proxy submission procedures.

For the resolutions set out above, please indicate voting directions by checking the appropriate boxes:

Engagement Agreement (For AGM Services)

This Engagement Agreement sets out the terms under which the Service Provider will provide AGM-related services to the Company.

Scope of Work

Payment Terms

Term and Termination

This engagement commences on Start Date: and terminates on End Date: , unless earlier terminated in accordance with this Agreement.

Either party may terminate this engagement upon written notice to the other delivered at least Notice Period (days): days prior to the intended termination date. Termination shall not relieve the Company of its obligation to pay for services rendered and reasonable costs incurred prior to the effective date of termination.

Confidentiality

Each party shall maintain in strict confidence all Confidential Information of the other party and shall not disclose such information except to its employees, agents or contractors on a need-to-know basis and only under obligations of confidentiality at least as protective as those contained herein. "Confidential Information" includes but is not limited to shareholder lists, voting instructions, financial statements and strategic materials prepared for the Meeting. The obligations of confidentiality shall survive termination or expiry of this Agreement for a period of three (3) years.

Governing Law

This Circular and any related engagement terms shall be governed by and construed in accordance with the laws of the Jurisdiction: , without regard to its conflict of laws principles.

Entire Agreement

This Circular, including any appendices and engagement provisions contained herein, constitutes the entire agreement between the Company and the Service Provider with respect to the subject matter hereof and supersedes all prior negotiations, understandings and agreements, whether written or oral. Any amendment must be in writing and signed by both parties.

Additional Administrative Information

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