CloudMD Adopts Advance Notice Policy
October 05 2021 - 6:56PM
CloudMD Software & Services Inc. (TSXV: DOC, OTCQB: DOCRF,
Frankfurt: 6PH) (the “
Company” or
“
CloudMD”), a healthcare technology company
transforming the delivery of care, announces that the Board of
Directors of the Company has adopted an advance notice policy (the
"
Policy"). The purpose of the Policy is to provide
shareholders, directors and management of CloudMD with a framework
for nominating directors of the Company.
CloudMD is committed to: (i) facilitating an
orderly and efficient annual general or, where the need arises,
special meeting, process; (ii) ensuring that all shareholders
receive adequate notice of the director nominations and sufficient
information regarding all director nominees; and (iii) allowing
shareholders to register an informed vote after having been
afforded reasonable time for appropriate deliberation. The Policy
is intended to further these objectives.
The Policy, among other things, includes a
provision that requires advance notice to the Company in certain
circumstances where nominations of persons for election to the
Board of Directors are made by holders of record of common shares
of the Company. The Policy fixes certain deadlines by which
director nominations must be submitted to the Company prior to any
annual or special meeting of shareholders and sets forth the
information that must be included in the notice to the Company. No
person will be eligible for election as a director of CloudMD
unless nominated in accordance with the Policy.
In the case of an annual meeting of
shareholders, notice to the Company must be received by the Company
not less than 30 days and not more than 65 days prior to the date
of the annual meeting of shareholders; provided, however, that in
the event that the annual meeting of shareholders is to be held on
a date that is less than 50 days after the date on which the first
public announcement of the date of the annual meeting was made,
notice may be received by the Company not later than the 10th day
following such public announcement.
In the case of a special meeting of shareholders
(which is not also an annual meeting) called for the purpose of
electing directors (whether or not called for other purposes),
notice to the Company must be received by the Company no later than
the 15th day following the day on which the first public
announcement of the date of the special meeting was made.
The Policy was approved by the Board of
Directors on July 7, 2021 and is in full force and effect as of the
date it was approved. Pursuant to the terms of the Policy, the
Company will seek shareholder approval and ratification of the
Policy at its next annual general and special meeting of
shareholders (the “Meeting”). If the Policy is not
confirmed at the Meeting, the Policy shall terminate and be of no
further force and effect following the termination of the
Meeting.
A copy of the Policy is available under the
Company's profile at www.sedar.com and a copy and a summary of the
Policy is included in the management information circular relating
to the Meeting.
About CloudMD Software & Services
CloudMD is transforming the delivery of
healthcare using technology and by providing a patient-centric
approach, with an emphasis on continuity of care. By leveraging
healthcare technology, the Company is building one, connected
platform that addresses all points of a patient’s healthcare
journey and provides better access to care and improved outcomes.
Through CloudMD’s proprietary technology, the Company delivers
quality healthcare through a holistic offering including hybrid
primary care clinics, specialist care, telemedicine, mental health
support, healthcare navigation, educational resources and
artificial intelligence (AI). CloudMD’s Enterprise Health Solutions
Division includes one of the top 4 Employee Assistance Programs in
Canada and offers one comprehensive, digitally connected platform
for corporations, insurers and advisors to better manage the health
and wellness of their employees and customers.
CloudMD currently services a combined ecosystem
of over 7,000 psychiatrists, approximately 4,500 therapists and
counsellors, approximately 4,000 psychologists, over 22,000 family
physicians, over 34,000 medical specialists, over 1,500 allied
health professionals across North America. For more information
visit: https://investors.cloudmd.ca.
ON BEHALF OF THE BOARD OF
DIRECTORS “Dr. Essam
Hamza, MD"Chief Executive Officer
FOR ADDITIONAL INFORMATION, CONTACT:
Julia BeckerVP, Investor
Relations julia@cloudmd.ca(604) 785-0850
Forward Looking Statements
This news release contains forward-looking
statements that are based on CloudMD’s expectations, estimates and
projections regarding its business and the economic environment in
which it operates, including with respect to its business plans.
Although CloudMD believes the expectations expressed in such
forward-looking statements are based on reasonable assumptions,
such statements are not guarantees of future performance and
involve risks and uncertainties that are difficult to control or
predict. Therefore, actual outcomes and results may differ
materially from those expressed in these forward-looking statements
and readers should not place undue reliance on such statements.
These forward-looking statements speak only as of the date on which
they are made, and CloudMD undertakes no obligation to update them
publicly to reflect new information or the occurrence of future
events or circumstances, unless otherwise required to do so by
law.
The TSX Venture Exchange does not accept
responsibility for the adequacy or accuracy of this release.
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