Goodbody Health Inc. Provides Annual General and Special Meeting of Shareholders Update

Aug 10th, 2022 8:00 EST

VANCOUVER, BC / ACCESSWIRE / August 10, 2022 / Goodbody Health Inc. (CSE:GDBY) (OTCQB:GDBYF) ("Goodbody" or the "Company"), is pleased to announce the results of the Company's Annual General and Special Meeting of the shareholders held on August 09, 2022 (the "Meeting"). At the Meeting there were 77,050,554 shares represented in person or by proxy and voted, representing 21% of the total shares issued and outstanding. A majority of the shares were voted to accept the financial statements for the 2021 fiscal year. The shareholders unanimously voted to set the number of directors at six. The management nominations for directors, namely, Geremy Thomas, Marc Howells, Anne Tew, George Thomas, Clive Standish, and Mark Blower accepted their respective nominations as Directors of the Company. There were no nominations for directors from the floor. On the election of the directors, the percentage of votes cast for each director were as follows:

Geremy Thomas - 99%

Marc Howells - 99%

Anne Tew - 99%

George Thomas - 99%

Clive Standish - 99%

Mark Blower - 98%

In addition to the above, given the 99% approval from the shareholders that were represented at the Meeting, the vote exceeded the special resolution threshold of the required two-thirds of the outstanding shares of our common stock represented at the Meeting. As a result, the Company is pleased to announce its change of corporate jurisdiction to Guernsey from the Province of British Columbia, Canada by means of a process called a "continuation" under the Business Corporations Act (British Columbia) has been approved and will be proceeded with. The Company will now file the required documents in Guernsey and British Columbia. Upon receipt of a certificate of continuation from the Registrar of Companies of British Columbia, the Company will no longer be a British Columbia corporation and will be governed by the laws of Guernsey. The change of corporate jurisdiction will not result in any material change to the business and will not have any effect on the relative equity or voting interests of shareholders. Each previously outstanding share of common stock will become one ordinary share of the Guernsey corporation. The continuation is currently anticipated to be effective on or about the 23rd of August 2022.

The Company intends to delist from the CSE on or about Tuesday 16th August 2022 and trading is expected to be temporarily suspended on the AQSE on the same day. The 1 for 10 consolidation is expected to occur on or about Monday 22nd August. Trading is planned to resume on the AQSE on or about Tuesday 23rd August 2022 following the continuation.

The Company has published Frequently Asked Questions (FAQs) in regards to the information contained in the circular and the continuation procedures relevant to shareholders on its website to be found at

Further information regarding the Company, including the Annual General and Special Meeting information circular, can be found at

Cautionary Statement Regarding Forward-Looking Statements

This press release contains certain forward-looking statements. These statements are identified by the use of the words "project," "believe," "estimate," "expect," "anticipate," "intend," "contemplate," "foresee," "would," "could," "plan," and similar expressions that are intended to identify forward-looking statements, which are generally not historical in nature. These forward- looking statements are based on management's current expectations and beliefs concerning future developments and their potential effect on Goodbody. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting Goodbody will be those that are anticipated. All comments concerning the Company's expectations for future revenues and operating results are based on the Company's estimates for its existing operations and do not include the potential impact of any future acquisitions. Goodbody's forward-looking statements involve significant risks and uncertainties (some of which are beyond Goodbody's control) and assumptions that could cause actual results to differ materially from Goodbody's historical experience and present expectations or projections. Known material factors that could cause actual results to differ materially from those in the forward-looking statements include: the re-domicile may not be approved by shareholders; the Board of Directors may choose to postpone or abandon the re-domicile at any time, including after shareholder approval; changes in Canadian or U.K. laws, including tax laws, that could effectively preclude Goodbody from completing the re-domicile or reduce or eliminate the benefits expected to be achieved from the re-domicile; an inability to realize expected benefits from the re-domicile or the occurrence of difficulties in connection with the re- domicile; and costs related to the re-domicile, which could be greater than expected. You are cautioned not to place undue reliance on forward-looking statements contained in this press release, which speak only as of the date of this press release. Forward-looking statements also are affected by the risk factors described in Goodbody's filings with the British Columbia Securities Commission. Goodbody undertakes no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

Contact Information:

Marc Howells

Chief Executive Officer

+44 (0)20 7971 1255

[email protected]

Anne Tew

Chief Financial Officer


[email protected]

Neither the Canadian Securities Exchange nor its Market Regulator (as defined in the policies of the Canadian Securities Exchange) accept responsibility for the adequacy or accuracy of this release.

SOURCE: Goodbody Health Inc.


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