SCULLY ROYALTY PROVIDES UPDATE ON ANNUAL GENERAL MEETING

Rhea-AI Summary

Argus Dec 15 session

-2.36% close to close Open Argus

Details

News Market Reaction – SRL

On Dec 15, the first trading day after this news, SRL closed 2.36% below the previous close.

Data tracked by StockTitan Argus for the Dec 15 session.

Key Figures

AGM date: December 27, 2025 Dissident nominees: 5 individuals Dissident circular filing date: December 8, 2025 +1 more

AGM date

December 27, 2025

Scheduled date of annual general meeting

Dissident nominees

5 individuals

Number of candidates MILFAM sought to nominate

Dissident circular filing date

December 8, 2025

Date MILFAM filed purported dissident proxy circular

Management proxy date

November 28, 2025

Date of Company’s proxy statement with management nominees

Historical Context

1 past event · Latest: Sep 09

1 event

1. Sep 09

   Resource update

   24h Move

   -0.6%

   Update doubled contained scandium metal in key resource estimate.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

proxy circular, advance notice provisions, gold proxy, proxy statement

4 terms

proxy circular financial

"following the filing by MILFAM LLC ("MILFAM") of a purported dissident proxy circular"

A proxy circular is a detailed packet sent to shareholders before a company vote that explains the issues to be decided, who is asking for your vote, the board’s recommendation, voting instructions and relevant background information. It matters to investors because it’s the primary source of facts and arguments needed to make informed voting decisions on matters like board elections, mergers or executive pay—think of it as the agenda and briefing notes for a critical company meeting.

advance notice provisions regulatory

"failed to comply with the requirements for director nominations prescribed by the Company's advance notice provisions"

Advance notice provisions are rules in a company’s bylaws that require shareholders or potential board candidates to give written notice — by a set deadline — before proposing agenda items or nominating directors for a shareholder meeting. Like an RSVP and agenda deadline for a meeting, they help the company plan and prevent last-minute surprises; for investors, they shape the timing and feasibility of shareholder campaigns and influence how quickly governance changes can occur.

gold proxy financial

"MILFAM's dissident circular, and accompanying gold proxy, are invalid"

A gold proxy is an investment that offers exposure to the price or performance of gold without owning the metal itself, such as shares of mining companies, royalty firms, or exchange-traded funds tied to gold. It matters to investors because it can move with the metal’s price but also brings extra factors — like company costs, production risk, or management decisions — so it may amplify or mute gold’s moves; think of it as riding in a car that follows the same route as gold but has its own engine and driver.

proxy statement financial

"management nominees set forth in the Company's proxy statement dated November 28, 2025"

A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.

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NEW YORK, Dec. 12, 2025 /PRNewswire/ -- Scully Royalty Ltd. (the "Company") (NYSE: SRL) provided today an update with respect to its annual general meeting (the "Meeting") currently scheduled for December 27, 2025, following the filing by MILFAM LLC ("MILFAM") of a purported dissident proxy circular on December 8, 2025 to nominate five individuals to the Company's board of directors.

The dissident circular followed MILFAM's notice to the Company that it intended to nominate its own slate of directors at the Meeting.  Because MILFAM failed to comply with the requirements for director nominations prescribed by the Company's advance notice provisions, including the required notice timeline, which are binding on all shareholders of the Company, the Company advised MILFAM that its director nominations were invalid and would not be considered at the Meeting.  Despite this, MILFAM chose to unilaterally file its dissident circular seeking to unnecessarily disrupt the Meeting and create confusion for shareholders, and has since filed an application before the Cayman Island Grand Court seeking a declaration that its notice was valid, which the Company is contesting.

MILFAM's dissident circular, and accompanying gold proxy, are invalid, and accordingly, any votes cast for the election of MILFAM's director nominee candidates will not be effective. The only individuals who are eligible to be nominated for election to the Company's board of directors at the Meeting are the management nominees set forth in the Company's proxy statement dated November 28, 2025, a copy of which has been filed under the Company's profile at www.sec.gov.  The Company encourages shareholders to read the Company's proxy statement and vote FOR the management nominees set forth in the WHITE proxy.  A shareholder who has already voted on the gold proxy is still entitled to vote and submit the management WHITE proxy.

View original content:https://www.prnewswire.com/news-releases/scully-royalty-provides-update-on-annual-general-meeting-302640558.html

SOURCE Scully Royalty Ltd.