1. to receive the consolidated financial statements of the Corporation for the fiscal year ended April 30, 2012 and the independent auditor’s report thereon;
2. to elect directors to serve for the ensuing year;
3. to appoint auditors to hold office for the ensuing year and authorize the directors to determine their remuneration;
4. to consider, and if thought advisable, to pass, with or without variation, a special resolution to authorize the directors of the Corporation to, in their discretion at any time prior to April 30, 2013, amend the Articles of the Corporation to consolidate the Corporation’s issued and outstanding common shares ("Common Shares"), on the basis of a ratio to be determined in the sole and absolute discretion of the directors of the Corporation, not to exceed (1) new common share for every forty (40) Common Shares issued and outstanding and the complete text of such resolution is set out in Schedule C to the Management Proxy Circular for this Meeting (the "Circular") as the "Share Consolidation Resolution";
5. to consider,and if thought advisable, to confirm, with or without variation By-law 2012-1, being the by-law relating to the location of the registered office, the complete text of such by-law being set out in Schedule D to the Circular;
6. to consider and if thought advisable, to pass, with or without variation, a special resolution to authorize the relocation of the Corporation’s head office to Toronto, Ontario, the complete text of such resolution being set out in Schedule E to the Circular as the "Relocation Resolution";
7. to consider, and if thought advisable, to pass, with or without variation, a special resolution to authorize the Corporation’s Board of Directors, subject to regulatory approval, to amend the articles of the Corporation to change the name of the Corporation to "MTM Healthcare IT Inc.", or, at the sole and absolute discretion of the directors of the Corporation but with prior regulatory approval, to select an alternative name for the Corporation with a similar healthcare theme, the complete text of such resolution being set out in Schedule F to the Circular as the "Name Change Resolution"; and
8. to transact such other business as may properly be brought before the meeting.