GURU Organic Energy Corp. ($GURU)

Ladies and gentlemen, welcome to the Annual and Special Meeting of GURU Organic Energy. Please note that the meeting will be recorded. I would like to introduce Carl Goyette, Mr. Goyette, the floor is yours.

[Foreign Language] Please note that this meeting is being held in both official languages, and questions may be asked in either language and will be answered accordingly. Tyler, [Foreign Language]

Thank you, Carl. Today's meeting is being held in a virtual format for accessibility and efficiency. We will first go through the formal portion of the meeting, after which shareholders will have the opportunity to ask questions to GURU's management. I'm pleased to be joined today by Carl Goyette, President and CEO; and Ingy Sarraf, CFO and Corporate Secretary, who will present the formal portion of the meeting. Before moving to the formal part of the meeting, I'd like to take the opportunity to thank our employees, partners and shareholders for their continued trust and support. Fiscal 2025 marked an important turning point for GURU. Through disciplined execution, a sharper operating focus and deliberate strategic decisions, we strengthened our fundamentals and positioned the company on a much more solid footing. The progress achieved this year reflects the strength of our business and our ability to build sustainable, profitable growth in the better-for-you energy category. Without further delay, I officially call this meeting to order. I will now turn the floor over to Ingy to handle the formal proceedings. Ingy?

If you have already voted by proxy, you do not need to vote again. If you wish to vote during the meeting, your new vote will override your proxy vote. Once the voting has opened, the resolutions and voting choices will be displayed. We now declare the polls open. We have received satisfactory proof that the notice of the meeting was duly given and sent to shareholders in accordance with applicable regulations. Carl Goyette has been designated to act as a proposer, and Tyler Ricks as seconder. Please note that Carl is a shareholder of the company, and Tyler is a duly appointed proxy holder. [Foreign Language] Once the formal part of the meeting is terminated, we will proceed with the question-and-answer period. Any shareholder wishing to ask a question should at the appropriate time during the question-and-answer period, submit their questions through the online platform in English or in French. The formal business of today's meeting includes: one, the reception of the audited consolidated financial statements, two, the election of auditors; three, the appointment of auditors -- sorry, the election of directors as number 2; three, the appointment of auditors; four, and the approval of the unallocated awards under our Omnibus Incentive Plan. [Foreign Language]

My name is Carl Goyette, and I move that the following be nominated as directors of the company. myself, Carl Goyette, Tyler Ricks, Anne-Marie LaBerge, Eric Graveline, Jeff Church, Joseph Zakher, and Philippe Meunier. I'll now ask for a motion to elect the directors.

My name is Tyler Ricks, and I second the motion.

I confirm that, to my knowledge, the company has received no written notice from a shareholder nominating another individual for election to the Board of Directors within the period prescribed by the bylaws. [Foreign Language] The next item on the agenda is the appointment of the auditors for the fiscal year ended October 31, 2026, and the authorization of the directors to determine their remuneration. I will ask a motion for the appointment of the auditors.

My name is Carl Goyette, and I move that KPMG LLP, chartered professional accountants, be appointed auditors of the company for the fiscal year ending on October 31, 2026, and that their remuneration be determined by the Board of Directors.

My name is Tyler Ricks, and I second the motion.

The final item of business is the approval of unallocated awards under our Omnibus Incentive Plan, as further described in Annex C of our management information circular available on SEDAR+. As outlined in the circular, the Omnibus Incentive Plan is a rolling 10% security-based compensation arrangement. Under the rules of the Toronto Stock Exchange, all unallocated awards under such a plan must be approved by shareholders every 3 years. Shareholders last approved the Omnibus Incentive Plan in March [ 2022 ]. Accordingly, and as detailed in Annex C of the circular, the Board of Directors approved on January 21, 2026, the continuation of the plan and the approval of all unallocated awards thereunder, subject to shareholder approval at this meeting. This approval will allow the company to continue granting awards under the plan until March 12, 2029. I will now ask for a motion to approve the resolution set out in Annex C of the management information circular, approving all unallocated awards under the company's Omnibus Incentive Plan.

My name is Carl Goyette, and I move that the resolution approving all unallocated awards under the Omnibus Incentive Plan as set out in Annex C of the management information circular, be approved.

My name is Tyler Ricks, and I second the motion.

As we have now covered all of the items of business of the formal portion of the meeting, we ask that all registered shareholders and proxy holders complete and submit their votes now if they have not already done so. [Voting]

I remind you that if you have already voted by proxy, it is not necessary to vote again. The voting period is now hold for all of the items of business on the meeting agenda. We will now take a short break to tabulate the votes. [Foreign Language] As there are no other matters to be presented before the meeting, I will now ask for a motion to close the formal portion of the proceedings.

My name is Carl Goyette, and I move that the meeting be closed.

My name is Tyler Ricks, and I second that motion.

I now declare the formal portion of the meeting concluded. Before moving to the question-and-answer period, I would like to remind everyone that only shareholders or proxy holders can ask questions and that the instructions for asking a question appear on your screen. I would like to remind everyone that today's management remarks may contain forward-looking statements about GURU's current and future plans, expectations and intentions, results, level of activity, performance, goals or achievements, or other future events or developments, which could cause GURU's actual results to differ materially from those expressed or implied by the forward-looking statements. As a result, you are cautioned not to place undue reliance on them. In addition, please be aware, that there may be references to certain financial measures that are not recognized under the International Financial Reporting Standards. Please refer to the non-GAAP financial measures section of your latest MD&A for the period ended October 31, 2025, for a reconciliation of these measures to IFRS measures and additional information. We will now proceed with the shareholder question-and-answer session. [Operator Instructions] Please note that this meeting is being held in both official languages, and questions may be asked in either language and will be answered accordingly. [Foreign Language] As there are no questions, this concludes our meeting today. [Foreign Language] Carl?

[Foreign Language] Thank you all for joining today's meeting. We appreciate your continued trust in GURU as we move forward in 2026. See you next year.

Ladies and gentlemen, thank you for attending today's meeting. You may now disconnect.