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Results Of 2024 Shareholders' Meeting

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CALGARY, ALBERTA (June 20, 2024) - Touchstone Exploration Inc. ("Touchstone" or the "Company") (TSX, LSE: TXP) announces that all matters presented for approval at the 2024 annual meeting of shareholders (the "Meeting") held virtually on June 19, 2024 were fully authorized and approved.

A total of 66,700,107 common shares of the Company were voted in connection with the Meeting, representing 28.48% of the common shares eligible to vote at the Meeting.

During the business proceedings of the Meeting, Touchstone's shareholders approved the following:

  • Ordinary resolution to fix the number of directors of the Company to be elected at the Meeting at nine, with 64.36% of the common shares represented at the Meeting voting in favour of the resolution.
  • All of the nominees proposed as directors were duly elected as directors of Touchstone, with the number and percentage of common shares represented at the Meeting voting in favour of and withheld from voting for each of the individual nominees as follows:
Director NomineeVotes ForVotes Withheld
NumberPercent (%)NumberPercent (%)
Jenny Alfandary38,975,60965.1020,893,31234.90
Paul R. Baay48,977,65781.8110,891,26418.19
Dr. Priya Marajh41,903,33969.9917,965,58230.01
Kenneth R. McKinnon38,165,89963.7521,703,02236.25
Peter Nicol41,308,64969.0018,560,27231.00
Beverley Smith41,752,67269.7418,116,24930.26
Stanley T. Smith40,477,37567.6119,391,54632.39
Dr. Harrie Vredenburg38,141,61463.7121,727,30736.29
John D. Wright35,372,20559.0824,496,71640.92
  • Ordinary resolution to appoint the firm of KPMG LLP, Chartered Professional Accountants of Calgary, Alberta, to serve as auditors of Touchstone for the ensuing year at such remuneration as may be determined by the Company's board of directors (the "Board"), with 96.79% of the common shares represented at the Meeting voting in favour of the resolution.
  • Ordinary resolution approving and reconfirming the continuation of the Company's existing shareholder rights plan agreement, with 90.21% of the common shares represented at the Meeting voting in favour of the resolution.

Touchstone notes that the resolutions relating to the election of the director nominees were passed but that resolutions relating to non-executive director nominees did not attain the support of more than 80% of the common shares voted at the Meeting.

To understand the reasoning behind the votes, initial discussions were held with certain shareholders regarding aspects of corporate governance prior to the Meeting. The Company's Board have been made aware and acknowledge concerns relating to the size of the Board. The Board intends to take appropriate action to reduce the number of directors following the anticipated completion of Touchstone's previously announced proposed acquisition of Trinity Exploration and Production plc.

Full voting results on all matters considered at the Meeting are available under Touchstone's profile on SEDAR+ at www.sedarplus.ca.

Touchstone Exploration Inc.

Touchstone Exploration Inc.

Paul Baay, President and Chief Executive Officer Tel: +1 (403) 750-4487

Scott Budau, Chief Financial Officer

Shore Capital (Nominated Advisor and Joint Broker)

Daniel Bush / Toby Gibbs / Tom Knibbs Tel: +44 (0) 207 408 4090

Canaccord Genuity (Joint Broker)

Adam James / Ana Ercegovic Tel: +44 (0) 207 523 8000

FTI Consulting (Financial PR)

Nick Hennis / Ben Brewerton Tel: +44 (0) 203 727 1000

Advisory Regarding Forward-Looking Statements

For further information regarding the Company's proposed acquisition of Trinity Exploration and Production Plc and the related advisories thereto, please refer refer to the Company's announcement dated May 1, 2024 entitled "Touchstone Exploration Announces Acquisition of Trinity Exploration and Production PLC" and the Rule 2.7 Announcement, both of which are available under the Company's profile on SEDAR+ (www.sedarplus.ca) and on the Company's website (www.touchstoneexploration.com).

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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