01:02:35 EST Wed 10 Dec 2025
Enter Symbol
or Name
USA
CA



Direct Communication Solutions Inc (2)
Symbol DCSI
Shares Issued 2,487,223
Close 2025-12-09 C$ 2.32
Market Cap C$ 5,770,357
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Direct Comm shareholders approve all matters at AGSM

2025-12-09 17:35 ET - News Release

Subject: Press release PDF Document

File: Attachment 2025-12- 09 DCS_Vote Results.pdf

Direct Communication Solutions, Inc. ANNOUNCES SHAREHOLDER VOTING RESULTS

San Diego, California December 9, 2025 Direct Communication Solutions, Inc. ("DCS" or the "Company") (CSE: DCSI) (FSE: 7QU)

The following briefly describes the matters voted upon and the outcome of the votes at the annual and special meeting of the shareholders of Direct Communication Solutions, Inc. (the "Company") held on December 8, 2025 in Vancouver, British Columbia:

Item 1: Election of Directors

The three nominees set forth in the management information circular of the Company dated October 29, 2025 (the " Information Circular") were elected as directors of the Company by way of an ordinary resolution.

Item 2: Appointment of Auditors

Davidson & Company LLP, Chartered Accountants were appointed as the auditors of the Company by way of an ordinary resolution.

Item 3: Amendment To Certificate of Incorporation

A special resolution was passed on a disinterested basis with Mike Yao Zhou abstaining that:

1. The Articles of Incorporation of the Company dated April 3, 2017, as amended by the Articles of Amendment dated December 16, 2019 and further amended by the Articles of Amendment dated February 2, 2023, are authorized to be altered (collectively, the "Amendments") as follows:

(a) the authorized share capital of the Company be amended as follows:

i.change the identifying name of the Company's currently authorized shares of common stock to Class A shares (the "Class A Shares"), having subordinate voting rights and such other rights, privileges, restrictions, and conditions set out in the Certificate of Amendment of Amended and Restated Certificate of Incorporation of the Company as attached as Schedule "A" to the Information Circular (the "Certificate of Amendment");

ii. increase the authorized share capital of the Company's Class A Shares to 500,000,000, as shall

be more particularly set forth in the Certificate of Amendment;

iii. create a new class of Class B shares (the "Class B Shares"), with a par value of $0.00001 and authorize the Company to issue a maximum number of 500,000,000 Class B Shares, having multiple voting rights and other special rights and restrictions, in each case subject to the Sunrise Conditions (defined hereinafter) in regard of such Class B Shares, as described in the Information Circular and more particularly set out in the Certificate of Amendment; (b) create and grant a one-time right to Mike Yao Zhou pertaining to 529,142 shares of common stock of the Company held as to 571 shares owned directly and 528,571 shares of common stock held by Superchain Investment One Limited, a British Virgin Islands company wholly owned by MCNM International Holding Limited, a British Virgin Islands company wholly owned by Mike Yao Zhou, which right shall entitle Mike Yao Zhou to elect to convert such shares when redesignated as Class A Shares into Class B Shares on a one-for-one basis;

2. The Company adopts the Certificate of Amendment and the provisions therein substantially in the form set out in the Information Circular with such amendments as any one director or officer of the Company may approve, and all amendments to the aforesaid Certificate of Amendment, as amended, reflected therein are approved.

Item 4: Approval of Listing on NYSE American or NASDAQ

The resolution approving the adoption by the Company to list its shares of common stock or its class A shares for trading on the NYSE American Stock Exchange, or alternatively, the NASDAQ Stock Market as described in the Information Circular was passed by way of an ordinary resolution on a disinterested basis.

Item 5: Approval of Other Business

The resolution approving the meeting to transact such other business as may properly come before the meeting was passed by way of ordinary resolution.

About Direct Communication Solutions, Inc.

DCSI is a technology solutions integrator focusing on connecting the Internet of Things. We provide real solutions that solve real problems. Our software applications and scalable cloud services collect and assess business-critical data from all types of assets. DCSI is headquartered in San Diego, California, Canadian Securities Exchange ("DCSI") and Frankfurt Stock Exchange ("7QU"). For more information, visit www.dcsbusiness.com. DCSI and the DCSI logo are among the trademarks of DCSI in the United States. Any other trademarks or trade names mentioned are the property of their respective owners.

Contacts: Bill Espley, CEO & Chairman of the Board

bespley@dcsbusiness.com 604-630-3072

Forward-Looking Statements

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

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