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Stars Group Inc. – ‘40FR12B’ on 5/26/15 – ‘EX-99.27’

On:  Tuesday, 5/26/15, at 3:10pm ET   ·   Accession #:  1193125-15-199980   ·   File #:  1-37403

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 5/26/15  Stars Group Inc.                  40FR12B              110:26M                                    Donnelley … Solutions/FA

Registration of Securities of a Canadian Issuer — SEA’34 §12(b)   —   Form 40-F
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 40FR12B     Registration of Securities of a Canadian Issuer --  HTML     89K 
                          SEA'34 §12(b)                                          
 2: EX-99.1     Miscellaneous Exhibit                               HTML    323K 
11: EX-99.10    Miscellaneous Exhibit                               HTML     35K 
101: EX-99.100   Miscellaneous Exhibit                               HTML     30K  
102: EX-99.101   Miscellaneous Exhibit                               HTML     30K  
103: EX-99.102   Miscellaneous Exhibit                               HTML     31K  
104: EX-99.103   Miscellaneous Exhibit                               HTML     99K  
105: EX-99.104   Miscellaneous Exhibit                               HTML     32K  
106: EX-99.105   Miscellaneous Exhibit                               HTML     34K  
107: EX-99.106   Miscellaneous Exhibit                               HTML     88K  
108: EX-99.107   Miscellaneous Exhibit                               HTML    103K  
109: EX-99.108   Miscellaneous Exhibit                               HTML     25K  
110: EX-99.109   Miscellaneous Exhibit                               HTML     26K  
12: EX-99.11    Miscellaneous Exhibit                               HTML    391K 
13: EX-99.12    Miscellaneous Exhibit                               HTML    196K 
14: EX-99.13    Miscellaneous Exhibit                               HTML     32K 
15: EX-99.14    Miscellaneous Exhibit                               HTML     32K 
16: EX-99.15    Miscellaneous Exhibit                               HTML   1.00M 
17: EX-99.16    Miscellaneous Exhibit                               HTML     28K 
18: EX-99.17    Miscellaneous Exhibit                               HTML     37K 
19: EX-99.18    Miscellaneous Exhibit                               HTML     29K 
20: EX-99.19    Miscellaneous Exhibit                               HTML     63K 
 3: EX-99.2     Miscellaneous Exhibit                               HTML    134K 
21: EX-99.20    Miscellaneous Exhibit                               HTML     64K 
22: EX-99.21    Miscellaneous Exhibit                               HTML     28K 
23: EX-99.22    Miscellaneous Exhibit                               HTML     39K 
24: EX-99.23    Miscellaneous Exhibit                               HTML     29K 
25: EX-99.24    Miscellaneous Exhibit                               HTML     28K 
26: EX-99.25    Miscellaneous Exhibit                               HTML    587K 
27: EX-99.26    Miscellaneous Exhibit                               HTML     53K 
28: EX-99.27    Miscellaneous Exhibit                               HTML     53K 
29: EX-99.28    Miscellaneous Exhibit                               HTML    517K 
30: EX-99.29    Miscellaneous Exhibit                               HTML    233K 
 4: EX-99.3     Miscellaneous Exhibit                               HTML     36K 
31: EX-99.30    Miscellaneous Exhibit                               HTML     30K 
32: EX-99.31    Miscellaneous Exhibit                               HTML     30K 
33: EX-99.32    Miscellaneous Exhibit                               HTML    581K 
34: EX-99.33    Miscellaneous Exhibit                               HTML    262K 
35: EX-99.34    Miscellaneous Exhibit                               HTML     30K 
36: EX-99.35    Miscellaneous Exhibit                               HTML     30K 
37: EX-99.36    Miscellaneous Exhibit                               HTML    699K 
38: EX-99.37    Miscellaneous Exhibit                               HTML    265K 
39: EX-99.38    Miscellaneous Exhibit                               HTML     31K 
40: EX-99.39    Miscellaneous Exhibit                               HTML     30K 
 5: EX-99.4     Miscellaneous Exhibit                               HTML     42K 
41: EX-99.40    Miscellaneous Exhibit                               HTML     29K 
42: EX-99.41    Miscellaneous Exhibit                               HTML     34K 
43: EX-99.42    Miscellaneous Exhibit                               HTML     74K 
44: EX-99.43    Miscellaneous Exhibit                               HTML     76K 
45: EX-99.44    Miscellaneous Exhibit                               HTML     37K 
46: EX-99.45    Miscellaneous Exhibit                               HTML     47K 
47: EX-99.46    Miscellaneous Exhibit                               HTML     36K 
48: EX-99.47    Miscellaneous Exhibit                               HTML    452K 
49: EX-99.48    Miscellaneous Exhibit                               HTML     64K 
50: EX-99.49    Miscellaneous Exhibit                               HTML    935K 
 6: EX-99.5     Miscellaneous Exhibit                               HTML    540K 
51: EX-99.50    Miscellaneous Exhibit                               HTML     74K 
52: EX-99.51    Miscellaneous Exhibit                               HTML     74K 
53: EX-99.52    Miscellaneous Exhibit                               HTML     75K 
54: EX-99.53    Miscellaneous Exhibit                               HTML     75K 
55: EX-99.54    Miscellaneous Exhibit                               HTML     74K 
56: EX-99.55    Miscellaneous Exhibit                               HTML     74K 
57: EX-99.56    Miscellaneous Exhibit                               HTML     74K 
58: EX-99.57    Miscellaneous Exhibit                               HTML    303K 
59: EX-99.58    Miscellaneous Exhibit                               HTML    289K 
60: EX-99.59    Miscellaneous Exhibit                               HTML    253K 
 7: EX-99.6     Miscellaneous Exhibit                               HTML    267K 
61: EX-99.60    Miscellaneous Exhibit                               HTML    298K 
62: EX-99.61    Miscellaneous Exhibit                               HTML    140K 
63: EX-99.62    Miscellaneous Exhibit                               HTML     47K 
64: EX-99.63    Miscellaneous Exhibit                               HTML    302K 
65: EX-99.64    Miscellaneous Exhibit                               HTML    143K 
66: EX-99.65    Miscellaneous Exhibit                               HTML     53K 
67: EX-99.66    Miscellaneous Exhibit                               HTML    838K 
68: EX-99.67    Miscellaneous Exhibit                               HTML    683K 
69: EX-99.68    Miscellaneous Exhibit                               HTML    436K 
70: EX-99.69    Miscellaneous Exhibit                               HTML     28K 
 8: EX-99.7     Miscellaneous Exhibit                               HTML    701K 
71: EX-99.70    Miscellaneous Exhibit                               HTML     29K 
72: EX-99.71    Miscellaneous Exhibit                               HTML     32K 
73: EX-99.72    Miscellaneous Exhibit                               HTML     30K 
74: EX-99.73    Miscellaneous Exhibit                               HTML     33K 
75: EX-99.74    Miscellaneous Exhibit                               HTML     76K 
76: EX-99.75    Miscellaneous Exhibit                               HTML     30K 
77: EX-99.76    Miscellaneous Exhibit                               HTML     26K 
78: EX-99.77    Miscellaneous Exhibit                               HTML     27K 
79: EX-99.78    Miscellaneous Exhibit                               HTML     68K 
80: EX-99.79    Miscellaneous Exhibit                               HTML     26K 
 9: EX-99.8     Miscellaneous Exhibit                               HTML     39K 
81: EX-99.80    Miscellaneous Exhibit                               HTML     60K 
82: EX-99.81    Miscellaneous Exhibit                               HTML     32K 
83: EX-99.82    Miscellaneous Exhibit                               HTML     31K 
84: EX-99.83    Miscellaneous Exhibit                               HTML     27K 
85: EX-99.84    Miscellaneous Exhibit                               HTML     29K 
86: EX-99.85    Miscellaneous Exhibit                               HTML     43K 
87: EX-99.86    Miscellaneous Exhibit                               HTML     39K 
88: EX-99.87    Miscellaneous Exhibit                               HTML     78K 
89: EX-99.88    Miscellaneous Exhibit                               HTML     32K 
90: EX-99.89    Miscellaneous Exhibit                               HTML     29K 
10: EX-99.9     Miscellaneous Exhibit                               HTML     35K 
91: EX-99.90    Miscellaneous Exhibit                               HTML     28K 
92: EX-99.91    Miscellaneous Exhibit                               HTML     28K 
93: EX-99.92    Miscellaneous Exhibit                               HTML     33K 
94: EX-99.93    Miscellaneous Exhibit                               HTML     80K 
95: EX-99.94    Miscellaneous Exhibit                               HTML     30K 
96: EX-99.95    Miscellaneous Exhibit                               HTML     30K 
97: EX-99.96    Miscellaneous Exhibit                               HTML     32K 
98: EX-99.97    Miscellaneous Exhibit                               HTML     30K 
99: EX-99.98    Miscellaneous Exhibit                               HTML     28K 
100: EX-99.99    Miscellaneous Exhibit                               HTML     26K  


EX-99.27   —   Miscellaneous Exhibit


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  EX-99.27  

Exhibit 99.27

 

LOGO   

LOGO

 

8th Floor, 100 University Avenue

Toronto, Ontario M5J 2Y1

www.computershare.com

Security Class

Holder Account Number

Intermediary

 

 

Fold

 

 

  Voting Instruction Form (“VIF”) - Annual and Special Meeting of Shareholders of Amaya Inc. to be held on June 22, 2015

 

NON-REGISTERED (BENEFICIAL) SECURITYHOLDERS

 

1. We are sending to you the enclosed proxy-related materials that are held on your behalf by the intermediary identified above that relate to a meeting of the holders of the securities of Amaya Inc. to be held on June 22, 2015 (the “Meeting”). Unless you attend the Meeting and vote in person, your securities can be voted only by Management, as proxy holder of the registered holder, in accordance with your instructions.

 

2. We are prohibited from voting these securities on any of the matters to be acted upon at the Meeting without your specific voting instructions. In order for these securities to be voted at the Meeting, it will be necessary for us to have your specific voting instructions. Please complete and return the information requested in this VIF to provide your voting instructions to us promptly.

 

3. If you want to attend the Meeting and vote in person, please write your name in the place provided for that purpose in this form. You can also write the name of someone else whom you wish to attend the Meeting and vote on your behalf. Unless prohibited by law, the person whose name is written in the space provided will have full authority to present matters to the Meeting and vote on all matters that are presented at the Meeting, even if those matters are not set out in this form or in the management information circular of the Corporation dated May 14, 2015 (the “Information Circular”). Consult a legal advisor if you wish to modify the authority of that person in any way. If you require help, please contact the Registered Representative who services your account.

 

4. This VIF should be signed by you in the exact manner as your name appears on the VIF. If these voting instructions are given on behalf of a body corporate set out the full legal name of the body corporate, the name and position of the person giving voting instructions on behalf of the body corporate and the address for service of the body corporate.

 

5. If this VIF is not dated, it will be deemed to bear the date on which it is mailed by management to you.

 

6. When properly signed and delivered, securities represented by this VIF will be voted as directed by you, however, if such a direction is not made in respect of any matter, the VIF will direct the voting of the securities to be made as recommended in the documentation provided by Management for the Meeting.

 

7. This VIF confers discretionary authority on the appointee to vote as the appointee sees fit in respect of amendments or variations to matters identified in the Notice of Meeting or other matters as may properly come before the Meeting or any adjournment thereof.

 

8. Your voting instructions will be recorded on receipt of the VIF.

 

9. By providing voting instructions as requested, you are acknowledging that you are the beneficial owner of, and are entitled to instruct us with respect to the voting of, these securities.

 

10. If you have any questions regarding the enclosed documents, please contact the Registered Representative who services your account.

 

11. This VIF should be read in conjunction with the Information Circular and other proxy materials provided by Management.

 

  Fold

VIFs submitted must be received by 2:00 pm, Eastern Time, on June 18, 2015.

VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!

 

LOGO   

 

LOGO

  

•    Call the number listed BELOW from a touch tone telephone.

 

1-866-734-VOTE (8683) Toll Free

  

•    Go to the following web site: www.investorvote.com

 

•    Smartphone?

Scan the QR code to vote now.

 

LOGO

  

If you vote by telephone or the Internet, DO NOT mail back this VIF.

Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual.

Voting by mail or by Internet are the only methods by which a holder may choose an appointee other than the Management appointees named on the reverse of this VIF. Instead of mailing this VIF, you may choose one of the two voting methods outlined above to vote this VIF.

To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below.

CONTROL NUMBER

        015BPE


+   +

Appointee(s)

 

I/We, being holder(s) of Amaya Inc. hereby appoint:

Mr. David Baazov, or failing him, Mr. Daniel Sebag

   OR    If you wish to attend in person or appoint someone else to attend on your behalf, print your name or the name of your appointee in this space (see Note #3 on reverse).     

as my/our appointee to attend, act and to vote in accordance with the following direction (or if no directions have been given, as the appointee sees fit) and all other matters that may properly come before the Annual and Special Meeting of Shareholders of Amaya Inc. to be held at the offices of Osler, Hoskin & Harcourt LLP, 1000 De La Gauchetière Street West, Suite 2100, Montréal, Québec H3B 4W5, Canada on June 22, 2015 at 2:00 p.m. (Eastern Time), and at any adjournment or postponement thereof.

 

LOGO

 

  

1. Election of Directors

 

  For    Withhold      For    Withhold      For    Withhold  
01. David Baazov   ¨    ¨    02. Daniel Sebag   ¨    ¨    03. Gen. Wesley K. Clark   ¨    ¨  
                       Fold

04. Divyesh (Dave) Gadhia

 

  ¨

 

   ¨

 

  

05. Harlan Goodson

 

  ¨

 

   ¨

 

  

06. Dr. Aubrey Zidenberg

 

  ¨

 

   ¨

 

 
                  For    Withhold  
2. Appointment of Auditors       

Appointment of Deloitte LLP, Chartered Accountants as the auditor of Amaya Inc., until the close of the next annual meeting of shareholders and to authorize the directors to fix its remuneration.

 

  ¨    ¨  
                  For    Against  
3. Approval of New Equity Incentive Plan and Stock Option Plan Amendment       

Approving an ordinary resolution, the full text of which is reproduced in Schedule “B” to the accompanying management information circular of Amaya Inc. (the “Information Circular”), ratifying the adoption of a new equity incentive plan of Amaya Inc. in the form set out at Schedule “D” of the Information Circular and amending the terms of the current stock option plan of Amaya Inc. (the “Stock Option Plan”) to limit the number of shares issuable thereunder to the number of options currently outstanding thereunder.

 

  ¨    ¨  
                  For    Against  
4. Approval of Stock Option Plan Amendment       
Approving an ordinary resolution of disinterested shareholders, the full text of which is reproduced in Schedule “E” to the Information Circular, approving amendments to the Stock Option Plan to extend the expiry date of certain options granted thereunder.   ¨    ¨  
  Fold

 

 

 

 

 

  Signature(s)    Date
Authorized Signature(s) - This section must be completed for your instructions to be executed.     
If you are voting on behalf of a corporation or another individual you may be required to provide documentation evidencing your power to sign this VIF with signing capacity stated.        MM/DD/YY

 

 

 

Interim Financial Statements – Mark this box if you would like to receive Interim Financial Statements and accompanying Management’s Discussion and Analysis by mail.    ¨    Annual Financial Statements Mark this box if you would like to receive the Annual Financial Statements and accompanying Management’s Discussion and Analysis by mail.    ¨      

If you are not mailing back your VIF, you may register online to receive the above financial report(s) by mail at www.computershare.com/mailinglist.

 

   A  G  J  Q    0 5 3 2 3 7    A  R  1    +

015BQD


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘40FR12B’ Filing    Date    Other Filings
6/22/156-K
6/18/15
Filed on:5/26/15F-X
5/14/15
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Filing Submission 0001193125-15-199980   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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