Mr. Tyler Proud of OneMove reports

ONEMOVE CAPITAL REQUISITIONS SPECIAL MEETING OF SHAREHOLDERS AT SYLOGIST LTD., NOMINATES FOUR HIGHLY-QUALIFIED, INDEPENDENT DIRECTOR CANDIDATES

OneMove Capital Ltd., an approximately 9.22-per-cent shareholder of Sylogist Ltd., has requisitioned a special meeting of shareholders and nominated four highly qualified, independent director candidates -- Edward Smith, Tyler Proud, Rhonda Bassett-Spiers and Mary Filippelli -- for election to the Sylogist board of directors. OneMove has also proposed the removal of Barry Foster, J. Kim Fennell and Aziz Benmalek as directors. These actions are in response to prolonged value destruction, governance failures and complete lack of accountability under the current board.

• Issues open letter highlighting urgent need for board refreshment to address prolonged value destruction, misalignment and entrenchment;
• Raises serious concern regarding board oversight of chief executive officer search process;
• Outlines clear path to value creation through restored financial discipline and a comprehensive review of strategic alternatives.

OneMove also issued an open letter to Sylogist shareholders highlighting the urgent need for board refreshment as Sylogist's share price trades at decade lows and the company undertakes a search for a new chief executive officer. In its letter, OneMove outlined a focused, multitiered plan to drive value creation, including restructuring the company's financial profile, reassessing its partner channel, diversifying growth drivers and initiating a comprehensive review of strategic alternatives, including a potential sale of the company or share buybacks.

The special meeting will allow shareholders to elect directors that they can trust, with the experience and independence required to partner with interim chief executive officer Craig O'Neill, oversee a credible CEO search and execute a disciplined growth strategy.

The full text of the letter is shown herein.

Feb. 4, 2026

Fellow Sylogist shareholders,

OneMove Capital is a significant and committed shareholder in Sylogist, owning approximately 9.22 per cent of the outstanding common stock of the company. As a long-term shareholder with extensive technology and SaaS (software-as-a-service) expertise, we believe strongly in Sylogist's underlying assets, mission critical software and long-standing customer relationships. For more than six months, we have engaged constructively with the board to advocate for meaningful change. Despite these efforts, the board has failed to accept responsibility for years of underperformance. Chairman Barry Foster's decision to step down in title only, while remaining on the board and influencing succession, underscores the refusal to initiate genuine reform.

Why change is required now

We believe Sylogist's prolonged value destruction, with shares declining 67.6 per cent under the current board's oversight, reflects structural governance failures at the board level, including:

• Severe misalignment with shareholders -- the current board collectively owns less than 1 per cent of Sylogist shares on a personal basis;
• Entrenched governance practices -- the implementation of a shareholder rights plan serves as a testament to the board's allergy to accountability and meaningful board refreshment;
• Reactive leadership -- CEO change and chair change announced only after sustained shareholder pressure.

Further, with the recently announced search for a permanent CEO in process, the need for change is more urgent than ever. Shareholders must be allowed to elect a board they can trust prior to any leadership change being made.

The right board must select the right leadership

We agree that Sylogist requires a new CEO. However, this process must be led by a board that shareholders can trust. With Sylogist shares down 67.6 per cent under the current board's leadership, we have serious concerns about the board's understanding of the business, the industry and the challenges ahead.

We believe substantial board refreshment is required before a permanent CEO is selected. Anything less risks perpetuating the same failed strategy and governance culture that shareholders have endured for the last five-plus years.

Accordingly, we have requisitioned a special meeting and nominated four independent, highly qualified director candidates. At this meeting, which should be held without further delay, shareholders will have the opportunity to elect a reconstituted board capable of overseeing a credible CEO search and executing a disciplined turnaround.

Shareholders deserve accountability and a clear plan

In the face of material value destruction under its leadership, the board remains unqualified and misaligned with shareholder interests -- owning less than 1 per cent of Sylogist shares collectively. Further, the board has failed to take any accountability for its failures, with Mr. Foster agreeing to relinquish his role as chairman only after significant shareholder pressure. On its own, this is a step that does not go nearly far enough.

Shareholders deserve a board that is qualified and focused on stewarding the company in the shareholders' best interests. Our nominees are committed to a focused mandate that includes:

• Overseeing an immediate, credible search for a world-class CEO, which they will commence without delay;
• Restoring financial discipline through margin expansion and materially improved free cash flow generation, while maintaining peer-level growth;
• Reassessing the company's partner channel to improve effectiveness and alignment;
• Driving sustainable growth through disciplined pricing actions, organic initiatives and selective strategic acquisitions;
• Conducting a comprehensive strategic review to evaluate all value-maximizing alternatives;
• Rebuilding investor confidence through clear accountability and disciplined execution.

We are confident our nominees possess the experience, independence and alignment required to guide Sylogist into its next phase.

Our four highly-qualified, independent nominees are:

Rhonda Bassett-Spiers

Ms. Bassett-Spiers is a transformational chief executive officer and value-creation leader with more than 25 years of experience scaling enterprise software businesses and delivering high-return outcomes across the fintech, food tech and media sectors. She has a well-deserved reputation for revitalizing underperforming companies, building standout leadership teams and creating platforms that drive sustained growth and profitability. Ms. Bassett-Spiers has led multiple strategic exits ($400-million to $1.25-billion) through bold strategy, operational discipline and product innovation -- including category-defining solutions in AI, payments and supply chain. She combines entrepreneurial drive with deep experience in private equity-backed environments, stakeholder alignment and organizational transformation.

Mary Filippelli

Ms. Filippelli (FCPA/FCA) is a corporate director and senior business advisor with extensive experience in financial services, risk, governance and audit. She currently serves as a board member of Fidelity Investments Canada and is a member of its audit committee and funds oversight committee. She also serves as a director and trustee across public, private, not for profit and family entities.

Ms. Filippelli has previously served on the boards of Canadian Western Bank, where she chaired the audit committee, and Ontario Power Generation, where she served on multiple board committees. Ms. Filippelli served as vice-chair and managing partner at Deloitte Canada, amongst other roles, responsible for the customer experience strategy. Prior to this role, she served on the global executive of Lloyds Banking Group as group audit director based in London, England, and spent more than two decades with KPMG Canada in progressive roles, including as a senior partner and national financial services leader for Canada.

Ms. Filippelli is a chartered professional accountant and a fellow of the Chartered Professional Accountants of Ontario, and holds a bachelor of business management.

Edward Smith

Mr. Smith is currently chair of the board of directors of Dye & Durham Ltd., a global provider of software and technology solutions for legal, financial and business professionals, and executive chairman of SMTC Corp., a global electronic manufacturing services corporation. He served as CEO of SMTC from 2017 to 2024, and led a major turnaround that grew revenue by more than fourfold and generated a five-times return for shareholders through the company's 2021 sale. From 2004 to 2016, Mr. Smith held several senior executive roles at Avnet Inc., a Fortune 500 technology distributor with multibillion-dollar annual revenue. He was previously president and CEO of SMTEK International Inc. from 2001 to 2004. Mr. Smith has served on the boards of SMTEK International Inc., Aqua Metals Inc., Data I/O, Nelson Miller, Masters Electronics and the We Will Never Forget Foundation.

Tyler Proud

Mr. Proud is the CEO of OneMove Capital, a private investment firm with a long-term investment horizon and sector focus on software and technology, where he leads all investment decisions. Mr. Proud is a seasoned technology entrepreneur with extensive experience in vertical market software, bringing deep expertise through his prior roles as a co-founder, executive, and chairman at Dye & Durham and Avesdo Technologies Inc., providing relevant strategic and operational perspective. Mr. Proud holds an MBA from the University of Toronto.

We look forward to engaging with you to introduce each of our nominees more fully in the coming weeks and months, and to leading a long overdue revival at Sylogist.

Sincerely,

Tyler Proud

CEO, OneMove Capital

About OneMove Capital Ltd.

OneMove Capital is a private investment firm focused on unlocking value in technology-enabled businesses through disciplined governance, strategic oversight and long-term shareholder alignment.

We seek Safe Harbor.