CALGARY, March 20, 2020
/PRNewswire/ - TransAlta Corporation ("TransAlta" or the "Company")
(TSX: TA) (NYSE: TAC) today issued a notice (the "Notice") to
holders of common shares ("Shareholders") and filed the Notice
along with its management information circular
(the "Circular") in connection with its annual and special
meeting of Shareholders to be held on Tuesday, April 21, 2020 at 10:30 a.m. (Calgary Time) (the "Meeting"). A copy
of the Notice and Circular can be downloaded from the Company's
SEDAR profile at www.sedar.com and the Company's EDGAR
profile at www.sec.gov/edgar.shtml. The Notice and Circular
are also available at TransAlta's website. The Notice provides that
the Meeting will be held in a virtual-only meeting format.
TransAlta holds safety as a core value. The Company has been
carefully monitoring the outbreak of the novel coronavirus
("COVID-19") and is proactively implementing measures to prioritize
the health and well-being of its employees, customers, suppliers,
partners, shareholders, communities and other stakeholders, while
ensuring continuity in the provision of its critical services in
each of Canada, the United States and Australia. In light of the rapidly
evolving COVID-19 public health emergency and to mitigate against
its risks, the Meeting to be held on Tuesday, April 21, 2020 at 10:30 a.m. (Calgary Time) will be held in a
virtual-only meeting format. Shareholders will not be able to
attend the Meeting physically. A virtual-only meeting format
is being adopted in response to the COVID-19 situation to
enfranchise and give all Shareholders an equal opportunity to
participate at the Meeting regardless of their geographic location
or the particular constraints, circumstances or risks they may be
facing as a result of COVID-19. TransAlta is not aware of any
items of business to be brought before the Meeting other than those
described in the Circular.
The Meeting can be accessed by logging in online at
https://web.lumiagm.com/223766460. As described in the Circular,
registered Shareholders are entitled to participate at the Meeting
if they held their common shares as of the close of business on
March 5, 2020, the record date.
Registered Shareholders who wish to appoint a third-party
proxyholder other than the named TransAlta proxy nominees can do so
by printing the proxyholder's name in the space provided in the
enclosed form of proxy. Non-registered (beneficial) Shareholders
who wish to vote at the Meeting will be required to appoint
themselves as proxyholder in advance of the Meeting by writing
their own name in the space provided on the voting instruction form
provided by their intermediary, generally being a bank, trust
company, securities broker, trustee or other
institution.
Registered Shareholders and duly appointed proxyholders
(including beneficial Shareholders who have duly appointed
themselves as proxyholders) who participate at the Meeting online
will be able to listen to the Meeting, ask questions and vote, all
in real time, provided that they are connected to the internet.
Guests, including non-registered Shareholders who have not duly
appointed themselves as proxyholder, can log in to the Meeting as
set out below. Guests can listen to the Meeting but will not able
to communicate or vote. In all cases, Shareholders must follow the
instructions set out in their applicable proxy or voting
instruction forms and those set out in the Notice, which are also
available online at
www.transalta.com/financial-and-annual-reports/management-proxy-circulars. If
you have questions regarding your ability to participate or vote at
the Meeting, please contact Computershare at 1-800-564-6253.
One item of business being put forward to Shareholders for
confirmation at this year's Meeting is an amendment and restatement
of the Company's Amended and Restated By-law No.1, which sets out
the general rules governing the business and affairs of the
Company. The changes are intended to modernize the Company's
corporate governance practices and align them more closely with
other leading Canadian public companies governed by the Canada
Business Corporations Act ("CBCA"). As a best governance
practice, the Company adopted the amendments to take effect only if
and upon receiving Shareholder confirmation at the Meeting.
However, in light of the COVID-19 global pandemic and the need to
shift to a virtual-only meeting format to address the concerns it
has created, the Company's Board of Directors subsequently
approved the immediate adoption of the amendment and
restatement of the Company's Amended and Restated By-law No.1 to
the extent reasonably necessary to permit the holding of the
Meeting in a virtual-only format under the CBCA. The amendments are
discussed in the Meeting materials and accessible electronically.
The by-law amendments will be effective only for this year's
Meeting and will cease to have effect if Shareholders do not
confirm the amendments at the Meeting, all as described in the
Notice.
TransAlta's first priority is always the well-being of its
employees, customers, suppliers, partners, Shareholders,
communities and other stakeholders. The Company's thoughts are with
those already impacted by COVID-19 and TransAlta acknowledges, with
gratitude, the efforts of those individuals on the front lines
confronting this public health crisis.
About TransAlta:
TransAlta owns, operates
and develops a diverse fleet of electrical power generation assets
in Canada, the United States and Australia with a focus on long-term
shareholder value. TransAlta provides municipalities, medium and
large industries, businesses and utility customers with clean,
affordable, energy efficient and reliable power. Today, TransAlta
is one of Canada's largest
producers of wind power and Alberta's largest producer of hydro-electric
power. For over 100 years, TransAlta has been a responsible
operator and a proud community-member where its employees work and
live. TransAlta aligns its corporate goals with the UN Sustainable
Development Goals and has been recognized by CDP (formerly
Climate Disclosure Project) as an industry leader on Climate Change
Management. TransAlta is proud to have achieved the Silver
level PAR (Progressive Aboriginal
Relations) designation by the Canadian Council for
Aboriginal Business.
For more information about TransAlta, visit its website at
transalta.com.
Forward Looking Statements:
This news
release contains forward looking statements within the meaning of
applicable securities laws. The use of any of the words
"expect", "anticipate", "continue", "estimate", "may", "will",
"project", "should", "propose", "plans", "intends" and similar
expressions are intended to identify forward looking information or
statements. More particularly, and without limitation, this news
release contains forward looking statements and information
relating to: the Meeting and the items of business to
be raised at the Meeting. These forward looking statements
are based on a number of assumptions considered by the Company to
be reasonable as of the date of this news release, including, but
not limited to, the assumption that no new shareholder business
will be proposed at the Meeting. The forward looking
statements are subject to a number of risks and uncertainties that
may cause actual performance, events or results to differ
materially from those contemplated by the forward looking
statements, which include risks relating to the impact and
scope of COVID-19. Readers are cautioned not to place undue
reliance on this forward looking information, which is given as of
the date it is expressed in this news release. The Company
undertakes no obligation to update or revise any forward looking
information except as required by law. For additional information
on the assumptions made, and the risks and uncertainties which
could cause actual results to differ from those in the forward
looking information, refer to the Company's Annual Report and
Management's Discussion and Analysis filed under the Company's
profile on SEDAR at www.sedar.com and with the U.S. Securities
and Exchange Commission at www.sec.gov.
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SOURCE TransAlta Corporation