The Parent Company Announces Annual General and Special Meeting Voting Results

SAN JOSE, Calif. – TPCO Holding Corp. (NEO: GRAM.U) (OTCQX: GRAMF), a consumer-focused California cannabis company, today announced the results of its Annual General and Special Meeting of Shareholders held on Wednesday, June 22, 2022.

At the AGM, the Company’s shareholders voted on the following matters, the full details of which are set out in the Company’s proxy statement dated May 2, 2022, issued in connection with the AGM, which is available under the Company’s profile on SEDAR at www.sedar.com and the US Securities and Exchange Commission’s website at www.sec.gov.

The following seven individuals nominated to serve on the Company’s board of directors (the “Board”), were elected by shareholders as follows:

Shareholders approved a special resolution adopting the Amended and Restated TPCO Holding Corp. Equity Incentive Plan, as described in the Proxy Statement, by the majority of votes cast by ballot on the proposal, excluding votes in respect of common shares cast by shareholders that would receive, or would be eligible to receive, a material benefit resulting from the adoption of the Equity Incentive Plan. The number and percentage of votes were as follows:

Shareholders approved a special resolution amending the Company’s articles to increase the quorum necessary for the transaction of business at a meeting of Shareholders from at least 25% to at least 33 1/3% of the issued shares entitled to be voted to at a meeting, as described in the Proxy Statement, as follows:

Shareholders approved the re-appointment of MNP LLP as the Company’s auditor and independent registered public accounting firm and the authorization of the Company’s board of directors to fix MNP’s remuneration and terms of engagement, as follows:

A full report of voting results from the AGM is available under the Company’s profile on SEDAR at www.sedar.com and will be filed with the SEC in a Current Report on Form 8-K within four business days of the meeting.

Investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States. Cannabis remains a Schedule I drug under the U.S. Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute, or possess cannabis in the United States. Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable U.S. federal money laundering legislation.

While the approach to enforcement of such laws by the federal government in the United States has trended toward non-enforcement against individuals and businesses that comply with medical or adult-use cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve The Parent Company of liability under U.S. federal law, nor will it provide a defense to any federal proceeding which may be brought against the Company. The enforcement of federal laws in the United States is a significant risk to the business of The Parent Company and any proceedings brought against the Company thereunder may adversely affect the Company’s operations and financial performance.

(This information is primarily sourced from The Parent Company.  Highly Capitalized has neither approved nor disapproved the contents of this news release. Read our Disclaimer here).