NOTICE OF SPECIAL MEETING OF THE MEMBERSHIP of the New University Cooperative

A special meeting of the membership of the Cooperative will be held via conference call on Friday, May 24, 6pm PST/9pm
EST/10pm AST. To participate, call 1-605-475-6350, access code: 47896. The purpose of the meeting shall be to pass the
following Special Resolution:
SPECIAL RESOLUTION WITH RESPECT TO ARTICLES OF AMENDMENT
PURSUANT TO CANADA COOPERATIVES ACT
THE NEW UNIVERSITY COOPERATIVE (the ”Cooperative”) WHEREAS the Cooperative was formed to operate as a not for
profit organization under the Income Tax Act (Canada) and it is desirable for the Cooperative to file Articles of Amendment to
ensure that the Cooperative qualifies as a not for profit organization under such act; AND WHEREAS it is desirable to clarify
that the Cooperative is not a charity but is organized exclusively for purposes other than profit;
BE IT RESOLVED as a Special Resolution of the Cooperative as follows:

1. THAT Article 4 of the Articles of Incorporation of the Cooperative be substituted with the following: The Cooperative is
established to carry on the following objectives on a not for profit co-operative basis:
- To advance the education of the public on stories and perspectives that are underreported and marginalized by the mainstream
corporate press;
- To advance the education of the public on social and environmental justice issues in Canada; and
- To make gifts to and otherwise support other organizations that are organized exclusively for social welfare, civic improvement,
or any other purpose except profit, whether or not such organization is inside or outside of Canada and whether or not it qualifies
as a "qualified donee” under the Income Tax Act (Canada) (notwithstanding that such gift would not be permitted to be made by
a registered charity).

2. THAT Article 6 of the Articles of Incorporation of the Cooperative be substituted with the following: The Cooperative shall
be carried on Without purpose of gain to the members, and that any surplus, or any accretions of the Cooperative shall be used
solely for the purpose of the Cooperative, and the promotion of its objects.
No part of the income of the Cooperative shall be payable to or otherwise available for the personal benefit of any member
thereof. PROVIDED THAT, for greater clarity, nothing in these Articles shall restrict the Cooperative from making reasonable
payments to persons Who are Members as salaries, wages, fees or honorariums for services rendered by such persons to the
Cooperative.

3. THAT Article 8 of the Articles of Incorporation of the Cooperative be substituted with the following: If for any reason, the
operations of the Cooperative are terminated or Wound up or are dissolved and there remains at that time, after satisfaction of
all its debts and liabilities, any property whatsoever, the same shall be given and paid to some other nonprofit organization in
Canada having objects similar to those of the Cooperative.

4. THAT the Secretary of the Cooperative or any other person is authorized and directed to tile Articles of Amendment
contemplating the above amendments with Corporations Canada.

5. THAT any one of the directors of the Cooperative is authorized to make the statutory declaration required pursuant to the Act
as a condition to filing the Articles of Amendment referred to in the resolution above.