Summary of RF Capital Group Extraordinary General Meeting Company Overview - Company: RF Capital Group Inc. - Event: 2025 Extraordinary General Meeting - Date: September 22, 2025 Key Points Meeting Administration - The meeting was held both in-person and virtually, encouraging shareholders to vote in advance using provided materials [1][2] - Administrative details included the appointment of a Secretary and scrutineers for the meeting [3] Voting Process - A quorum was confirmed for both Common Shareholders and Series B Preferred Shareholders, allowing the meeting to proceed [4] - Voting was conducted both in-person with paper ballots and online for registered shareholders [5][11] Business Resolutions - The meeting's formal business involved considering a special resolution for a statutory plan of arrangement with IA Financial Corporation Inc. [6] - The Arrangement Resolution proposed a cash acquisition of Common Shares at $20 each and Series B Preferred Shares at $25 each, including accrued dividends [7] Approval Requirements - The Arrangement Resolution requires at least two-thirds approval from both Common Shareholders and Series B Preferred Shareholders present at the meeting [8] - The arrangement is not conditional on the Series B Preferred Shareholders' approval, but the Board recommends voting in favor of both resolutions [9] Voting Outcomes - Preliminary reports indicated that both the Arrangement Resolution and the Series B Preferred Shareholders Arrangement Resolution were duly passed [12][16] - Final voting results will be reported in a press release and filed with SEDAR [16] Additional Important Information - The meeting was recorded, and no audio recording devices were permitted [2] - Shareholders were given the opportunity to ask questions regarding the resolutions, but no questions were raised during the meeting [9]
RF Capital Group (OTCPK:GMPX.F) 2025 Extraordinary General Meeting Transcript
2025-09-22 15:02