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Aphelion shareholders approve all matters at AGSM

2021-06-04 17:45 ET - News Release

Mr. Seth Kay reports


Shareholders of Aphelion Capital Corp. approved all matters presented at the company's annual general and special meeting of shareholders held June 4, 2021, by the requisite majorities as set out in the company's amended and restated information circular dated May 7, 2021. Common shares totalling 3,312,000 representing approximately 85.257 per cent of the company's issued and outstanding common shares as at the record date were voted.

At the meeting, shareholders passed resolutions related to the following, all as further set out in the circular:

  • Fixing the number of directors of the company at four;
  • The election of the director nominees set forth in the circular, being Seth Kay, Zayn Kalyan, Craig Taylor and Mahdi Shams;
  • The appointment of Smythe LLP, chartered professional accountants, as auditor of the company for the ensuing year and the authorization of the directors of the company to fix the auditor's remuneration;
  • The approval of the company's 10-per-cent rolling stock option plan as set forth in the circular and available under the company's corporate profile on SEDAR;
  • The approval of the company's proposed name change from Aphelion Capital Corp. to Edge Total Intelligence Inc., or such other acceptable name to the registrar, the TSX Venture Exchange, and as the company's board of directors determine is appropriate upon the completion of the proposed qualifying transaction as outlined in the circular.

Amending the articles and notice of articles of the company as required by the proposed qualifying transaction, to create and issue a new class of preferred multiple voting shares and to amend the existing common shares to redesignate them as subordinate voting shares, and to assign special rights and restrictions to each such class of shares.

Fixing the number of directors of the company, postqualifying transaction at seven.

The election of the postqualifying transaction director nominees set forth in the circular, being Mr. Kay, James Barrett, Christian Mack, David Roman, Jason James, Edward Mede and Steve Owings.

The share split of the company as required by the qualifying transaction, as outlined in the circular.

The application of the company to the TSX-V to continue to be listed on the TSX-V and avoid being transferred to the NEX in the event that the company does not complete a qualifying transaction in the 24-month timeline.

The amendments to the release schedule of the shares held under the escrow agreement that exists between the company and TSX Trust Company.

The circular was mailed to the shareholders of the company and is available under the company's corporate profile on SEDAR.

About Aphelion Capital Corp.

The company was incorporated under the Business Corporations Act (British Columbia) on Jan. 10, 2019, and is a capital pool company (as defined in the policies of the TSX Venture Exchange) listed on the exchange. The company has no commercial operations and no assets other than cash.

We seek Safe Harbor.

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