$$$$ Paid to Atlantic Zinc Resources Limited, a company wholly-owned by Peter Tallman, pursuant to a consulting agreement with the
Company dated January 1, 2022 (see "Employment, Consulting and Management Agreements" below).
(4) Ms. Kaloti has served as CFO of the Company since February 13, 2020 and Corporate Secretary of the Company since January 29, 2019.
(5) The Company paid to Fiore Management & Advisory Corp. (?FMAC?) a corporate administration consulting fee of $155,167 and
$170,299 for the years ended February 28, 2022 and February 29, 2021 respectively. Ms. Kaloti is an employee of FMAC.
(6) Gordon Keep has been a director of the Company since December 4, 2013.
(7) John Pallot has been a director of the Company since December 4, 2013.
(8) Steven Brunelle has been a director of the Company since February 18, 2014.
(9) Anne Labelle has been a director of the Company since November 25, 2021.
(10) Tara Christie served as a director of the Company from September 13, 2016 to November 25, 2021.
DIRECTOR AND NAMED EXECUTIVE OFFICER COMPENSATION
The following information is presented in accordance with Form 51-102F6V ? Statement of Executive
Compensation ? Venture Issuers and provides details of all compensation for each of the directors and
NEO of the Company for the years ended February 28, 2022 and February 28, 2021.
During the financial years ended February 28, 2022 and February 28, 2021, the Company had the following
NEO?s: Peter Tallman, President and CEO and Jasvir Kaloti, CFO and Corporate Secretary. There were no
other executive officers of the Company who individually earned more than $150,000 in total
compensation.
(1) Each option entitles the holder to acquire one Common Share upon exercise. All options vest on the date of grant.
(2) As at February 28, 2022, Mr. Tallman held a total of 2,325,000 options.
(3) As at February 28, 2022, Ms. Kaloti held a total of 275,000 options.
(4) As at February 28, 2022, Mr. Keep held a total of 1,450,000 options.
(5) As at February 28, 2022, Mr. Pallot held a total of 1,450,000 options.
(6) As at February 28, 2022, Mr. Brunelle held a total of 900,000 options.
(7) As at February 28, 2022, Ms. Labelle held Nil options.
(8) As at February 28, 2022, Ms. Christie held a total of 1,250,000 options.
AZRL is paid a base fee rate of $12,500 per month (the ?AZRL Base Fee?), subject to annual
review by the Board. AZRL is also eligible for an incentive fee and the grant of Options as determined by
the Board at its discretion.
1. If the Company terminates the AZRL Agreement at any time without cause or reason by written
notice to AZRL (the "Termination Notice"), the Company shall pay AZRL a termination fee equal
to 24 months of the Base Fee plus any Accrued Obligations; and
2. In the event that during the term of the AZRL Agreement there is a successful takeover bid of the
Company or a change of control in the Company resulting from a merger by way of an
amalgamation or plan of arrangement or if any shareholder except existing shareholders acquires
in excess of 50% of the common shares of the Company, then at the option of AZRL or the
Company at any time within 60 days of such event will be entitled to terminate the AZRL
Agreement and within 30 days after the Date of Termination the Company shall pay AZRL the
Accrued Obligation together with a termination fee equal to 24 months Base Fee payable
hereunder plus an amount that is equivalent to all cash bonuses paid by the Company to AZRL in
the past 24 months.
