PAY:CC - Payfare Announces Re-election of Directors

Brief Description of Matter Voted Upon

1) In respect of the election of directors to hold office until the
close of the next annual meeting of Shareholders or until
their successors are elected or appointed:

Outcome
of Vote

For

Withheld

Marco Margiotta

Approved

12,695,304

(83.07%)

2,587,316

(16.93%)

Keith McKenzie

Approved

13,111,410

(85.79%)

2,171,210

(14.2 1%)

Paul Haber

Approved

12,708,122

(83.15%)

2,574,498

(16.85%)

Kelly Graziadei

Approved

15,272,449

(99.93%)

10,171

(0.07%)

Dmitry Shevelenko

Approved

13,583,888

(88.8 8%)

1,698,732

(11.1 2%)

Matthew Swann

Approved

15,272,674

(99.93%)

9,946

(0.07%)

2) In respect of the re-appointment of KPMG LLP, Chartered
Accountants as auditors of the Company to hold office until
the next annual meeting of Shareholders and authorizing
the directors to fix their remuneration.

Approved

15,584,524

(99.99%)

2,220

(0.01%)

Outcome
of Vote

For

Against

3) In respect of the special resolution to alter the Company's
articles to remove from its authorized share capital, the
Class B common shares which were previously created for
the purposes of a reorganization that has since been completed.

Approved

22,563,331

(99.97%)

6,976

(0.03%)