That the Newmarket Hydro Holdings Inc. (the “Corporation”) Report of the President dated January 30, 2020 regarding the election of a director to the board of directors of Envi Networks Ltd. (“Envi”) be received and the following recommendations be adopted:
Whereas the Corporation of the Town of Newmarket (the “Sole Shareholder”) is the sole shareholder of the Corporation;
And whereas the Sole Shareholder by a Shareholder Declaration dated November 1, 2000 appointed the Mayor as its legal representative for the purpose of communicating any shareholder consent or approval required by either the terms of the Shareholder Declaration or the Business Corporations Act (Ontario) (the “OBCA”);
And whereas the Corporation owns a majority of the common shares of Envi;
And whereas pursuant to s.102(2) of the OBCA where a body corporate is the shareholder of a corporation the corporation shall recognize any individual properly authorized by the body corporate to represent it at meetings of shareholders of the corporation;
And whereas pursuant to s.104 of the OBCA a written resolution dealing with all the matters required to be dealt with at a shareholders meeting and signed by the shareholders entitled to vote at that meeting satisfies all requirements of the OBCA relating to that meeting of shareholders;
Now Therefore Be It Resolved by the Municipal Council of the Corporation of the Town of Newmarket as follows:
That the Mayor, as the Sole Shareholder’s legal representative, direct Jag Sharma, the sole director and legal representative of the Corporation, to sign the following Envi shareholder resolution:
- That John Piercy be appointed as a director of Envi to hold office until the next annual meeting of shareholders or until his successor is elected or appointed.