Full Press Release Details
of ADJOURNED Special Meeting of Shareholders
NOTICE IS HEREBY GIVEN THAT a special meeting
of the shareholders (the "Meeting") of Akanda Corp. (the "Corporation") originally scheduled for October
30, 2025 (the "Original Meeting"), was adjourned (the "Adjournment") until 10:00 a.m. (Eastern Time)
on Friday, November 28, 2025 (the "Adjourned Meeting") and will be held in person at the offices of Gowling WLG (Canada)
LLP, Suite 1600, 100 King Street, West, Toronto, ON, M5X 1G5.
The Meeting will also be simulcast on the Zoom
platform, where you can observe the Meeting at:
If a password or meeting ID is required on sign
on, please use the following:
Meeting ID:846 9905 1526
Those observing the Meeting through the zoom
platform will not be able to speak, interact with other participants in the Meeting or other Shareholders, and will not be able to vote
at the Meeting. Any Shareholders wishing to vote at the Meeting must attend the Meeting in person or provide the Corporation with a duly
completed proxy as described herein.
The Adjournment was approved by ordinary resolution
at the Original Meeting in order to satisfy certain requirements of the Nasdaq exchange, on which the Corporation's common shares
are listed, and in order to bring forward new business before the meeting, as described herein.
In accordance with the Business Corporations
Act (Ontario) and the by-laws of the Corporation, at the Adjourned Meeting those Shareholders present in person or by proxy will satisfy
the quorum requirement to transact business at the Adjourned Meeting.
At the Adjourned meeting, the following matters
will be considered (the "Original Business"), as described in the management information circular (the "Circular")
dated September 29, 2025 prepared in respect of the Original Meeting.
In addition to the Original Business, the following
new item (the "New Business") will be presented for consideration by the shareholders and will constitute business
to be conducted at the Special Meeting.
Management of the Corporation is recommending
that all shareholders vote FOR all resolutions presented at the Meeting, including the Original Business and the New Business.
The record date for the determination of the Shareholders
entitled to receive notice of and to vote at the Meeting or any adjournment(s) or postponement(s) thereof is September 25, 2025 (the "Record
Date"), which is the same record date set for the Meeting and which was used for the determination of shareholders of record
as at the Original Meeting. Shareholders of the Corporation whose names have been entered in the register of shareholders of the Corporation
at the close of business on the Record Date will be entitled to receive notice of and to vote at the Meeting or any adjournment(s) or
postponement(s) thereof.
The enclosed proxy provides the opportunity to
vote on both the Original Business as described in the Circular and the New Business as described herein.
Please be advised that all proxies received with
respect to the business presented for the Original Meeting are hereby accepted as valid and voted for the Original Business as previously
presented in the Circular. If you have previously provided a proxy with respect to the Original Business and do not wish to vote on the
New Business, you do not need to send in a new proxy.
However, please be advised that in the event
you do not submit a proxy for the New Business, but submitted a proxy for the Original Business, your shares will be voted FOR the Share
Consolidation Resolution. If you submitted a proxy for the Original Business but wish to vote AGAINST the Share Consolidation Resolution,
you must submit the enclosed proxy for the New Business and vote AGAINST the Share Consolidation Resolution.
Akanda is incorporated under the Business
Corporations Act (Ontario), which ordinarily requires delivery of Meeting Materials to registered shareholders by mail. As the
postal strike made mailing of the meeting materials prior to the Original Meeting impracticable, the Company implemented alternative delivery
procedures that fully ensured shareholders' access to the required information.
The Meeting Materials were made available for
download on the Company's website at https://akandacorp.com and
will remain accessible there for six months following the date of the Adjourned Meeting. Shareholders were also able to, and continue
to be able to, request printed copies of the Meeting Materials be sent to them via email or couriered to them within Canada or the United
States, at no cost by contacting the Company by email at ir@akandacorp.com or they may
access the documents online under the Company's profile on EDGAR at www.sec.gov.
If you have not received materials to vote for
matters in respect of the Original Meeting, registered shareholders (those who hold their shares directly in the Company and not through
a broker or other intermediary) may obtain a control number or receive assistance with voting by contacting the Company's Meeting proxy
provider, Odyssey Trust Company. To facilitate this process, shareholders are encouraged to use the "Chat with Odyssey Trust"
feature at https://odysseytrust.com/contact/ or to contact Odyssey
Trust by telephone at 1-888-290-1175 (toll-free in North America) or 1-587-885-0960 (outside North America). As a result of the Adjournment,
the Corporation has extended the proxy deadline for submission of the proxies in respect of the Original Business. Shareholders are required
to submit their proxies or voting instructions in respect of the Original Business and the New Business by no later than 48 hours prior
to the time of the Adjourned Meeting, to ensure their votes are counted. If you have already provided voting instructions or a proxy in
respect of the Original Business, you are not required to provide new voting instructions or a new proxy in respect of the Original Business
and your proxy will remain valid.
Beneficial shareholders (those who hold their
shares through a brokerage firm or other intermediary) should contact their intermediary directly to obtain a voting proxy or further
information on how to vote their shares.
If you are a Registered Shareholder
and are unable to attend the Meeting or any adjournment(s) or postponement(s) thereof, please date, sign and return the accompanying form
of proxy (the "New Business Proxy") for use at the Meeting or any adjournment(s) or postponement(s) thereof in accordance
with the instructions set forth in the Proxy and Adjournment Notice. To vote your proxy online please use the control number listed on
the bottom of the enclosed form of proxy and visit: https://vote.odysseytrust.com.
All instructions are listed on the back of the enclosed form of proxy. The Corporation's transfer agent recommends that shareholders
vote in advance of the Meeting.
If you are a Non-Registered
Beneficial Shareholder, a voting information form (also known as a VIF), instead of a form of proxy, may be enclosed. You must
follow the instructions provided by your intermediary in order to vote your Common Shares.
DATED at Toronto, Ontario this 5th,
| BY ORDER OF THE BOARD | |
| (signed) "Katharyn Field" | |
| Interim Chief Executive Officer and Director |
Approval of Share Consolidation Resolution
At the Adjourned Meeting, Shareholders will be
asked to consider and, if thought advisable, pass a special resolution (the "Share Consolidation Resolution") authorizing
the Board, in its discretion, to direct the Corporation to file one or more articles of amendment (collectively, the "Articles
of Amendment") to amend the Corporation's articles in order to effect one or more consolidations (or reverse splits) of
the Corporation's issued Common Shares into a lesser number of issued Common Shares (each, a "consolidation"
and, collectively, the "Share Consolidation"). The Share Consolidation Resolution will authorize the Board to:
Background to and Reasons for the Share
The Board believes that it is in the best interests
of the Corporation to provide the Board with the flexibility to elect to reduce the number of outstanding Common Shares by way of the
Share Consolidation. Some of the potential benefits of the Share Consolidation include:
The Corporation believes that providing the Board
with the authority to select within a range of Share Consolidation ratios and to effect the Share Consolidation in one or more consolidations
provides the flexibility to implement the Share Consolidation in a manner intended to maximize the anticipated benefits of the Share Consolidation
for the Corporation and the Shareholders.
The Share Consolidation is subject to certain
conditions, including the approval of the Shareholders and acceptance by The Nasdaq Capital Market ("Nasdaq"). If the