Re: NR new board, new PP and strategy...
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Welcome To The Contact Exploration Inc HUB On AGORACOM
Edit this title from the Fast Facts Section
Message: NR new board, new PP and strategy...
PLEASE READ THIS NOW THIS REQUIRES YOUR IMMEDIATE ATTENTION CONTACT EXPLORATION INC. Shareholder's Consent and Authorization TO: Contact Exploration Inc. ( )
AND TO: The TSX Venture Exchange (the "
) The undersigned, being the registered and/or beneficial owner of the number of common shares in the capital of the Corporation indicated below (each, a " "), hereby declares as follows:
(a) The undersigned has reviewed the press release of Contact (" ") dated April 12,
2010 (a copy attached hereto and unless otherwise defined, capitalized terms used herein have the meanings ascribed thereto in the Press Release), in respect of Contact entering into the Agreement dated March 31, 2010, with Steve Harding which contemplates: (i) the appointment of a new board of directors (the “ ”);
(ii) the appointment of a new management team (the “ ”); and
(iii) a non-brokered private placement of up to $3.5 million (the “ ”).
(b) The undersigned understands that Contact currently has issued and outstanding 62,743,385 Common Shares and upon completion of the Private Placements (assuming they are fully subscribed), Contact will have issued and outstanding 106,493,385 Common Shares and 43,750,000 Warrants, if exercised, will result in Contact having 150,243,385 Common Shares issued and outstanding. The foregoing assumes that none of the 1,575,000 outstanding stock incentive options under the stock option plan of Contact are exercised and none of the 4,574,339 stock options that will be granted to the New Board, the New Management, and certain consultants of the Corporation will be exercised. (c) The undersigned consents to the Agreement and the Transactions contemplated thereunder
as if a meeting of the shareholders were called to consider the same and votes all of the Common Shares registered in its name (and cause all of the Common Shares that are beneficially, but not legally, owned by it to be voted in such manner), in favour of the Agreement and the Transactions. (d) The undersigned authorizes any one or more of the directors or officers of the Corporation to take all steps and proceedings, and execute and deliver any and all contracts, applications, declarations, documents and other instruments and to do all such other acts and things that may be deemed necessary or desirable by the board of directors in their sole discretion to give effect to the Transactions in the Agreement and all matters related thereto. This document may be executed in as many counterparts as are necessary and all counterparts together shall constitute the consent and authorization of the shareholders of the Corporation. Facsimile signatures shall and do hereby constitute a valid consent and authorization of the shareholders of the Corporation. DATED this ___ day of _______________________, 2010. Name of Shareholder Signature of Shareholder or Authorized Representative - 2 - IMPORTANT - PLEASE INDICATE YOUR SHAREHOLDINGS BELOW Direct Ownership If Common Shares Registered in Above Shareholder's Name Beneficial Ownership If Common Shares Not Registered in Above Shareholder's Name Total Number of Shares Directly Held Name of Brokerage Firm Contact Name Total Number of Common Shares held in Account PLEASE INDICATE YOUR APPROVAL BY SIGNING ABOVE AND PLEASE PRINT THE NUMBER OF SHARES YOU THAT YOU OWN THAT MAY BE IN CERTIFICATE FORM (DIRECT OWNERSHIP) OR IN YOUR BROKERAGE ACCOUNT (BENEFICIAL OWNERSHIP) OR BOTH AND FAX THIS CONSENT LETTER TO THE CONFIDENTIAL FAX NUMBER OF ( 403) 695-3915 (NO FAX COVER SHEET NECESSARY) AS SOON AS
POSSIBLE.
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