MONTREAL, May 12, 2017 /CNW/ - HNZ Group Inc. (TSX: HNZ) (the "Corporation"), an international provider of helicopter transportation and related support services, announces the results of the matters voted upon at the annual and special meeting (the "Meeting") of shareholders of the Corporation (the "Shareholders") held today.
Election of Directors
At the Meeting, the Shareholders elected the six nominees listed in the management information circular dated April 5, 2017 (the "Circular") to be the directors of the Corporation (the "Directors"). Each nominee was an incumbent Director. Each Director will hold office until the next annual general meeting of Shareholders or until the election of his successor, unless the Director resigns or the Director's office becomes vacant. The Directors will also serve as directors of Canadian Helicopters Limited, a corporation incorporated under the Canada Business Corporations Act and the principal operating subsidiary of the Corporation. The report on proxies provided by the scrutineers at the Meeting was as follows:
| Name |
Votes cast FOR |
% of Votes cast |
Votes Withheld |
% of Votes |
| Don Wall |
9,598,113 |
99.81% |
18,416 |
0.19% |
| Randall J. Findlay |
9,596,514 |
99.79% |
20,015 |
0.21% |
| Mathieu Gauvin |
9,597,354 |
99.80% |
19,175 |
0.20% |
| Carmen Richard Loberg |
9,590,388 |
99.73% |
26,141 |
0.27% |
| Larry Murphy |
9,596,964 |
99.80% |
19,565 |
0.20% |
| Larry M. Pollock |
9,597,608 |
99.80% |
18,921 |
0.20% |
Additional information concerning the Directors is available in the Circular, which was mailed to Shareholders in connection with the Meeting and is available on SEDAR (www.sedar.com).
Appointment of Auditors
Ernst & Young LLP, Chartered Accountants, were re-appointed auditors of the Corporation to hold office until the next annual general meeting of Shareholders or until their successors are appointed and the Directors were authorized to fix their remuneration. The report on proxies provided by the scrutineers at the Meeting was as follows:
| Votes cast FOR |
% of Votes cast FOR |
Votes Withheld |
% of Votes Withheld |
| 9,616,933 |
99.98% |
2,353 |
0.02% |
Resolution to Reconfirm the Shareholder Rights Plan
A resolution, in the form reproduced on page 6 of the Circular, was adopted to reconfirm the amended and restated shareholder rights plan of the Corporation (the "Shareholder Rights Plan"). The Shareholder Rights Plan had previously been approved by the Shareholders of the Corporation on June 17, 2010 and reconfirmed on May 14, 2014. The report on proxies provided by the scrutineers at the Meeting was as follows:
| Votes cast FOR |
% of Votes cast FOR |
Votes cast Against |
% of Votes cast |
| 9,506,334 |
98.85% |
110,195 |
1.15% |
Resolution to Approve the Stock Option Plan
A motion was passed to amend the resolution reproduced on page 7 of the Circular to reduce the maximum number of shares issuable pursuant to the exercise of options under the stock option plan to be equal to 650,157 shares, or approximately 5% of the Corporation's issued and outstanding common and variable voting shares, rather than the 10% maximum that was initially proposed. The resolution, as amended, to approve the stock option plan of the Corporation was adopted. The report on proxies provided by the scrutineers at the Meeting was as follows:
| Votes cast FOR |
% of Votes cast FOR |
Votes cast Against |
% of Votes cast |
| 8,315,409 |
86.47% |
1,301,120 |
13.53% |
ABOUT HNZ GROUP INC.
HNZ Group Inc. is an international provider of helicopter transportation and related support services with operations in Canada, Australia, New Zealand, Norway, Antarctica, the United States and Southeast Asia. The Corporation operates in excess of 115 helicopters to support offshore and onshore charter activities under a number of different brands. Offshore operations are provided under the Norsk brand in Norway and HNZ elsewhere in the world, while onshore charter operations are under the Canadian Helicopters brand in Canada, Acasta in Northern Canada and the HNZ brand in Asia-Pacific and Antarctica. Clients consist of multinational companies and government agencies including offshore and onshore oil and gas, mineral exploration, military support, hydro and utilities, forest management, construction, air ambulance and search and rescue. In addition to charter services, it provides ancillary services which include third-party repair and maintenance services and advanced flight training by the internationally recognized HNZ Topflight training center in Penticton, British Columbia. The Corporation is headquartered near Montreal, Canada and employs approximately 600 personnel from 37 locations around the world.
SOURCE HNZ Group Inc.
HNZ Group Inc., Matt Wright, CFA, MBA, Vice President and Chief Financial Officer, Tel.: 780-429-6903
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