An anonymous director reports
BAYLIN ANNOUNCES VOTING RESULTS FOR 2025 ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS
Baylin Technologies Inc. has released the results of its annual and special meeting of shareholders held on May 8, 2025. The results of each item of business on which a vote was taken are set out herein.
There were 122,367,584 common shares of the company represented by shareholders present in person or by proxy at the meeting, representing approximately 80.81 per cent of the number of common shares outstanding at the record date for the meeting. All votes were conducted by ballot. Matters 3, 4 and 5 were approved by disinterested vote, in accordance with the rules of the Toronto Stock Exchange.
Election of directors
The eight nominees proposed by management were elected to serve as directors of the company to hold office for the ensuing year, or until their successors are elected or appointed.
Appointment of auditor
RSM Canada LLP was appointed auditor of the company to hold office until the next annual meeting of shareholders, and the board of directors was authorized to fix the auditor's remuneration.
Amendments to the omnibus equity incentive plan
The shareholders approved amendments to the company's omnibus equity incentive plan (as amended and restated), including amendments to the basis on which the limit on the number of common shares issuable under the plan is determined and to remove the limits on the number of shares issuable and issued to reporting insiders under the plan, as described in the management information circular for the meeting.
Approval of 2024 bonus awards plan
The shareholders approved the 2024 bonus awards plan, a new security-based compensation arrangement providing for the payment of bonuses to eligible employees in the form of equity awards, as described in the management information circular for the meeting.
Approval of performance award plan
The shareholders approved the performance award plan, a new security-based compensation arrangement providing for the grant of a performance-based award to the chief executive officer of the company, as described in the management information circular for the meeting.
Common share consolidation
The shareholders approved an amendment to the articles of the company to consolidate the number of outstanding common shares on the basis of 40 preconsolidation common shares for one postconsolidation common share, as described in the management information circular for the meeting.
The company will not be proceeding immediately with the consolidation. Instead, the board of directors of the company intends to evaluate an appropriate time to implement the consolidation and will make a public announcement once it has determined to proceed.
About Baylin Technologies Inc.
Baylin is a leading diversified global wireless technology company. Baylin focuses on research, design, development, manufacturing and sales of passive and active radio-frequency and satellite communications products, and the provision of supporting services. Baylin aspires to exceed its customers' needs and anticipate the direction of the market.
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